FreeBit Co., Ltd.- Capital and business alliance with ALPS ALPINE CO., LTD.
Leading Japanese law firm Nishimura & Asahi advised FreeBit on capital and business alliance with ALPS ALPINE and the disposition of treasury stock to ALPS ALPINE through a third-party allotment.
The Nishimura & Asahi team advising FreeBit was led by partners Tatsuya Tanigawa, Masashi Ueda and Nobuaki Yone.
Tatsuya Tanigawa is a partner at Nishimura & Asahi, and has represented Japanese and non-Japanese buyers and sellers in numerous cross-border transactions in various industries, including stock and asset acquisitions, private equity and venture capital investments, joint ventures, and strategic alliances. He has handled both inbound and outbound transactions, including many public company transactions. He is committed to finding solutions for his clients in any transaction.
Since joining Nishimura & Asahi, Masashi has handled numerous deals relating to capital markets, including global IPO and PO deals, corporate debt transactions, euro convertible bond offerings, samurai bond offerings, listings of foreign companies on the Tokyo Stock Exchange, and third-party allotments. His abundant, practical experience, and prior secondment to a major financial institution, enable him to provide not only tailored legal advice and efficient support for a wide range of projects, but also specialized legal advice relating to the origination of projects with new features or structures. In addition to capital markets practice, Masashi actively represents clients in insurance transactions, including cross-border matters and those related to the Insurance Business Act; he is a member of our insurance team, and also engages in other financial regulation practice.
Nobuaki’s practice mainly focuses on M&A and general corporate matters. Since returning from a secondment to the corporate strategy division of a Japanese listed company and advanced studies in the U.S., he has been involved in a wide range of deals involving Japanese companies and domestic and foreign private equity funds. He provides clear, timely legal advice based on a deep understanding of the client’s business and the specifics of a given case, utilizing the experience he gained assisting with management decisions while on secondment. He plays a leading role in every case he handles, and provides professional guidance throughout the process.
He has extensive experience handling difficult, complex deals, particularly those involving listed companies, including integrations, capital and business alliances, dissolution of parent-subsidiary relationships through TOBs, and spin-off and carve-out transactions involving multiple jurisdictions. His particular strength is handling difficult, high-pressure cases involving conflicts of interest, including hostile takeovers, white-knighting, shareholder activism, and other battles for control of management.
In recent years, he has developed an ESG practice for listed companies, including ESG due diligence in M&A, establishment of human rights policies, implementation of human rights due diligence as part of corporate governance, and dealing with environmental activists and human rights NGOs, while remaining mindful of investor relations.