Nippon Steel Corporation: Investment in the steelmaking coal business spun off from Teck Resources Ltd.
Leading Japanese law firm Nishimura & Asahi advised Nippon Steel Corporation [TSE: 5401] on its $1.34 billion indirect acquisition of a 20% interest in Elk Valley Resources Ltd., a steelmaking-coal partnership sold by Teck Resources Ltd. [NYSE: TECK], the second largest producer of high-quality steelmaking coal in the world.
The Nishimura & Asahi team advising Nippon Steel was led by partners Kozo Kawai, Madoka Shimada and Adrian Joyce, and counsel Misato Fukushima, supported by Miyu Harada, Kyle Johnson, Wenyue Sheng and Akihiro Yamamoto.
Kozo’s anti-trust/competition practice covers every area of the practice, i.e., violation cases such as cartel and unilateral conduct, merger regulations, and compliance to prevent violations of Japanese and foreign competition laws. Kozo continues to be recognized by international law journals as one of the top practitioners in Japan in the area of competition law. He has handled large scale international cartel cases and has contributed to the realization of prominent merger regulations. In the area of international trade law, Kozo is widely recognized as a pioneer of trade law practice in Japan and has advised both the private sector and governmental agencies. He has been involved in most of the trade remedy investigations, such as those for the imposition of anti-dumping duties and subsidy countervailing duties as counsel to Japanese and foreign clients, and in some overseas trade remedy investigations to defend Japanese clients. In addition, Kozo’s practice covers international disputes, corporate crisis management, and regulatory investigations.
Madoka advises clients on various matters of competition law, including domestic and international cartels, bid-rigging, M&A transactions, investigations by the JFTC, leniency applications and general antitrust law compliance. She is especially active in cross-border transactions. She has represented clients in connection with investigations into various global cartels, involving air cargo, marine hoses, TFT-LCDs, airlines, and bearings, and also in various merger-control cases, including a vertical integration between semiconductor equipment manufacturers, and major global merger transactions in the chemical and pharmaceutical industries. She has particular strength and experience handling IT-industry mega deals. Madoka is also active in advising in the international trade area, in particular, government procurement and export control. In addition, she advises on laws preventing unfair competition, including trade secret cases. She served as lead counsel to Nippon Steel Corporation in multinational trade secret litigation against POSCO (a South Korean steel company), a landmark case in this area, and successfully negotiated a favorable settlement for her client. She was a member of the Subcommittee on Unfair Trade Policies and Measures of the Industrial Structure Council at the Ministry of Economy, Trade and Industry from 2013 to 2023.
Adrian has considerable experience advising lenders, sponsors and ECAs on energy, transportation and infrastructure in, Japan, APAC, the Americas, Europe, Middle East and Africa. He is recognised as a market leader for project finance and asset finance and regularly advises Japanese and international clients on the development and financing of cross-border energy, infrastructure and transportation projects. Highly regarded for his commercial acumen, Adrian is recognised in Chambers Global and Chambers APAC for “Projects & Energy: International” and “Banking & Finance: International Asset Finance” and in The Legal 500 for "Projects and Finance”, “Shipping” and “Banking and Finance” for which he is ranked as a “Leading Individual”. Recent experience includes advising sponsors and lenders on: • LNG: a large number of LNG vessel financings (20 vessels since 2020), SPAs and joint ventures; • Infrastructure: projects including five subsea cable financings in APAC and the Americas and two infrastructure projects in Japan; • Renewables: greenfield projects and project sales in Japan and APAC including solar, wind and waste to energy. • Asset finance: debt finance, restructurings, SLB, ESG and JOLCOs in the shipping and aviation sectors. Adrian attended the University of Tokyo and University of Waseda and speaks and reads Japanese.
Misato mainly engages in cross-border M&A and general corporate overseas matters. She supports both Japan-based and overseas clients who invest in various types of Japanese companies from startups to long-established businesses. She has been seconded to two Japanese companies in the energy sector, one is a fuel-trading subsidiary of a Japanese energy company in Singapore and the other is a major energy company in Japan. During her secondment, she advised on energy-related areas including electricity/gas trading and fuel trading, was involved in domestic offshore wind-power projects, renewable energy projects, and other business development projects. She advises energy companies on various matters including acquisitions, day-to-day transactions in energy-related areas, and development of new business. She also has experience supporting establishment and management of compliance systems, including advising on compliance with the Antimonopoly Act in Japan and handling whistleblowing cases.