Swedish investment firm EQT is set to launch a USD2.7 billion tender offer for Tokyo Stock Exchange-listed Japanese elevator and escalator maker Fujitec, seeking legal assistance from Mori Hamada & Matsumoto, Morrison Foerster and White & Case to take the target private. The takeover bid marks EQT’s largest buyout in Japan since establishing its Tokyo office in 2006.
M&A specialist Kenichi Sekiguchi, the main partner leading Mori Hamada’s team acting for EQT on its acquisition, told Asia Business Law Journal that his firm had been advising on all aspects of the transaction from due diligence and structuring to tender offer document preparation and competition law compliance.
Sekiguchi has been working with fellow M&A partner Shimpei Ochi, together with competition partner Masaki Kakimoto and Beijing office’s chief representative Norimitsu Mori, a partner who specialises in M&A, corporate law, dispute resolution, and employment and labour.
On the international counsel’s side, White & Case told ABLJ that the Tokyo office’s lawyers – Asia debt finance and restructuring practice partner Clara Shirota, as well as partner Nels Hansen and local partner Lorraine Yip in the corporate and M&A practice – had been advising on the M&A and financing aspects of the deal for EQT.
Morrison Foerster’s team, meanwhile, is being led by Tokyo private equity partner Naoya Shiota and associate Yui Hirohashi.
Fujitec, on the other hand, has mandated Oh-Ebashi LPC & Partners to represent them in the transaction. The Japanese elevator and escalator maker had sought legal advice from Oh-Ebashi on matters including the method and process of decision-making of the company’s board of directors, and various procedures related to the transaction, a 30 July press release by Fujitec showed.
Fujitec’s board of directors had also set up a special committee consisting of three independent outside directors, with a view to, among other things, ensuring careful decision-making by the company in dealing with conflict of interest issues and information asymmetry matters between the company and general shareholders, Fujitec said in the press release.
One of the three independent outside directors is Kaoru Umino, a New York State-admitted attorney and a partner of DLA Piper Tokyo Partnership Foreign Law Office, with the special committee having also hired its own legal counsel, Daiichi Legal Professional Corporation, for this transaction.
Following the completion of the tender offer, which is planned to commence in or around late January next year, EQT would own 85% of Fujitec, while Fujitec’s founding family would retain a 15% stake.
