Even in a year marked by uncertainty – thanks to geopolitical instability, spiking inflation, supply chain issues, and more –dealmaking has matched pre-pandemic levels, keeping corporate lawyers extremely busy. In this annual list, ALB spotlights lawyers who have overcome challenges to deliver deals for their clients.
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KEI ASATSUMA
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Having been in the legal industry for over 25 years, Kei Asatsuma specializes in complex business transactions, including M&A, divestitures, spin-offs, joint ventures, strategic alliances, leveraged buyouts, private equity investing, restructuring and workouts, and recapitalizations. He also offers advisory for clients on general corporate matters and repeatedly invited to represent public companies to act in takeover and active shareholder defense. Among his most high-profile work, Asatsuma advised on the acquisition of Shiseido’s Personal Care business by a global PE firm CVC Capital Partners. The deal is the largest carve-out transaction in Shiseido’s history involving reputable target brands in Asia. Asatsuma led the entire NO&T team throughout the process to design and implement an exceedingly complex deal structure that involves three different entities and tailor-made closing structure for 10 juris-dictions in consideration of varied applicable laws and stand-alone issues. He also acted as the lead counsel on behalf of a consortium consisting of Euglena Co., Ltd., certain funds served by Advantage Partners, Inc. and Tokyo Century Corporation to acquire entire shares of Q’sai Limited from Coca-Cola Bottlers Japan Holdings. Asatsuma recently completed the merger between the Aomori Bank and the Michinoku Bank to form a wholly owned parent company of the two banks, Procrea Holdings, Inc., by means of a joint share transfer with an estimated value of JPY 4 trillion. The merger is the first merger of regional banks to be approved by the Financial Services Agency, upon review and confirmation by the Japan Fair Trade Commission, under the Act expected to enable and facilitate mergers of regional banks that would be otherwise prohibited under the antitrust law of Japan.
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JUN CHENG
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Jun Cheng, who has been in the industry for over 17 years, is an expert in cross-border investment/M&A, construction and project development, and financing. Cheng works closely with clients in the industry sectors of mining and natural resources, energy and power, urban infrastructure, real estate, transportation and logistics. Cheng heads the energy and natural resources practice of the firm and is well acclaimed for his expertise in cross-border projects and experience in handling matters relating to African and Latin American countries. Cheng has represented clients on deals amounting to approximately $707 million in 2021. Some of his most note-worthy work include Shandong Gold’s 100 percent acquisition and privatization of Hong Kong-listed Xinjiang-focused miner Hengxing by way of a scheme of arrangement, which marked the first time that an A+H listed company privatizes a Hong Kong-listed company through its issuance of H shares. Cheng also provided legal services for Sinomine Resource Group on its purchase of the Bikita lithium mine in Zimbabwe as the indirect shareholder of Bikita Mineral through the acquisition of 100 percent shares in two Mauritius companies for $180 million. Cheng and his team have been particularly recognized in the project for the handling of extremely tight timelines, multiple rounds of changes to the transactional structure, and the introduction of several innovative mechanisms to achieve specific commercial objectives. In addition, Cheng advised on the deal of the Hunan Provincial One Belt One Road Fund in its participation in Egypt’s largest power generation project through Hunan International Corporation Fund Managements partial purchase of shares of the project company, majority owned by ACWA Power. The total investment is expected to be about $160 million. Cheng has been one of the few lawyers with professional qualifications of both China and France. He was awarded a doctorate by the First University of Paris and received the highest comments for his doctoral dissertation.
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CHENG LI
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Cheng Li, the managing partner of Global Law Office’s Shenzhen office, is a specialist in capital markets, M&A and PE/VC. Li has spent almost two decades on the advisory of corporate restructuring, IPO on domestic and global capital markets and M&A transactions. Li has worked extensively on the restructuring and securities offering of dozens of enterprises at overseas stock markets and represented clients in various complex M&A transactions among listed companies, large-scale state-owned enterprises, and private equity funds. Li is vastly experienced in projects regarding natural resources, real estate, infrastructure, Internet, consuming goods and healthcare industry. In 2021, he has completed an impressive number of deals adding to a total of multi-billion dollars. He led the team to provide a full range of legal services throughout the process of Shenzhen Zhixin New Information Technology’s acquisition of Huawei Investment’s Honor business assets. The acquisition is believed to be a multi-win move for the industry and reaches the best solution to save the entire supply chain of Honor. Li also advised on the Hong Kong IPO and listing of Nayuki, China’s leading upmarket tea chain selling fresh-made tea, and successfully completed its listing on the Main Board of Hong Kong Stock Exchange in June 2021 with the deal size of approximately $620 million, making it the first teahouse company to have ever gone public. Additionally, Li represented SF Holding, a leading integrated express logistics service provider, in China for its $2.3 billion acquisition of Kerry Logistics with the maximum amount of cash required to implement the offers at approximately HK$17.6 billion ($2.3 billion).
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HAIPING LI
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Haiping Li, Skadden’s Shanghai office leader, specializes in corporate finance transactions, cross-border M&A, investments, and other general corporate matters. Li has a wealth of experience in advising China’s new economy companies on U.S. and Hong Kong IPOs; representing companies and clients in private equity financing and M&A from financial and strategic investors prior to, in connection with and post-IPO; advising investors prior to, in connection with and post-IPO; and advising on investments in companies in various industries globally. In the past year, the volume of her transactions amount to $16.992 billion, including three of the four secondary listings launched in Hong Kong in 2021. Her noteworthy recent work includes many “first-in-the-market” transactions, such as advising Li Auto, an innovative new energy vehicle company in China listed and traded on the Nasdaq Global Select Market, in its HK$11.8 billion (approximately $1.52 billion) offering of Class A ordinary shares and dual-primary listing on the Hong Kong Stock Exchange, with a weighted voting rights structure; Bilibili , the Nasdaq-listed online video streaming and mobile gaming company headquartered in Shanghai, in its $2.6 billion global offering and secondary listing of Class Z ordinary shares on the Hong Kong Stock Exchange; and Nasdaq-listed Trip.com, in its $1.1 billion global offering and secondary listing of ordinary shares in Hong Kong. Li is a long-term advisor to the Chinese multinational online travel company and helped execute the first-of-its-kind $500 million senior notes offering that permits investors to exchange Trip. com notes for stock of Huazhu. More broadly, her capital markets experience includes advising companies across these sectors: Internet; consumer, healthcare, fintech and other services; education and renewable energy. Li’s M&A and private equity experience includes representing HUYA Inc. in its $10 billion proposed merger with DouYu International, and 58.com in its $8.7 billion going-private acquisition.
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EMIR NURMANSYAH
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Emir Nurmansyah, a senior partner at ABNR and a member of the firm’s management board, is among Indonesia’s most respected and versatile lawyers. During his 30-year legal career, he is a market-leading lawyer on matters of project finance and development, banking and finance, M&A, and foreign direct investment. As the head of ABNR’s project finance and development practice, Nurmansyah has handled most of the major power projects developed in Indonesia in recent years. He also deals extensively with restructuring and insolvency, shipping, aviation and technology, media and telecommunications (TMT). He also leads the firm’s banking and finance practice and works on off-shore and onshore financings, including domestic and cross-border syndicated, consortium and bilateral lending transactions, security arrangements, leveraged and acquisition finance, registration and enforcement of loans and security in Indonesia and overseas jurisdictions, loan restructuring, and the sale and purchase of loans. He offers particular expertise in the highly specialized and complex area of marine financing as well. Over the last year, Nurmansyah led the ABNR team that acted for creditors accounting for almost 50 percent of Indonesian national flag-carrier Garuda Indonesia’s debt of approximately $9.8 billion, a composition plan for which was approved by the Jakarta Commercial Court on Jun. 27, 2022 in the biggest ever aviation sector restructuring in Indonesia’s history and one of the biggest ever in the region. Additionally, he represented the lenders (BNP Paribas, Credit Agricole, and Societe Generale) in a military air-craft financing to the Indonesian government for the purchase of military aircraft from France’s Dassault Aviation, the first part of a bigger deal to bring in 42 aircraft over the next few years.
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DAN OUYANG
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A leading expert in equity transactions, Dan Ouyang leads the capital markets practice in the Greater China group of Beijing and Hong Kong offices of Wilson Sonsini Goodrich & Rosati. Ouyang focuses on U.S. and Hong Kong equity offerings, Rule 144A and Reg S bond offerings, private equity and M&A. Her client base spans various industry sectors, including technology, healthcare, education and consumer industries in over 100 IPOs and follow-on offerings in the U.S. and Hong Kong. Ouyang has worked on a number of listings in the recent year with a total volume of $20 billion. Among her most prominent work in recent years, she acted as the Hong Kong and U.S. counsel to the issuer in a $436 million Hong Kong IPO of Angelalign Technology, a leading clear aligner treatment solution provider in China. The deal marks the first of its kind in China’s blooming orthodontic industry and is the largest IPO in the medical device industry in the first half of 2021 in Hong Kong reaching a market capitalisation of $10 billion. Furthermore, Ouyang acted as the U.S. counsel to Helens International Holdings Company Limited, China’s largest bar chain network, in its IPO and listing on the Main Board of the Stock Exchange of Hong Kong, marking the first bar chain network in Hong Kong capital market. She also acted as the U.S. counsel for a number of tech companies’ U.S. IPOs.
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ASA SHINKAWA
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A partner in the M&A/corporate group of Nishimura & Asahi since 2000, Asa Shinkawa has gained rich experiences in advising private equity firms and corporations on complex M&A transactions and corporate governance. Shinkawa has been among the few most influential female lawyers in Japan in the traditionally male-dominated M&A practice earlier in her career. She has particular expertise in structuring high-profile, complex transactions involving various parties. Shinkawa maintains an impressive track record in concluding unique and value-creating transactions that balance diverse parties’ interests and needs. In the recent year, she advised in the SBI’s tender offer bid to acquire shares of Shinsei Bank through its wholly owned subsidiary with a value of approximately 114 billion yen ($1 billion). The transaction was the first hostile takeover in Japan’s highly regulated banking sector. Upon her carefully designed strategies, she successfully helped the client to prevent the triggering of the poison pill without resorting to litigation and obtain regulatory clearance without any assistance from the target companies. Besides, she advised in the sales of all shares held by an affiliate of the Gold-man Sachs infrastructure fund in the Japan Renewable Energy Corporation to ENEOS. The team carefully structured the due diligence and bidding processes under complex regulatory framework by applying the knowledge and experience she gained during the past six years through her involvement in government committees relating to reform of the Japanese electricity system. In addition, Shinkawa also led her team in the KKR and Rakuten’s acquisition of stakes in Seiyu from Walmart.
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SHUHEI UCHIDA
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Shuhei Uchida is a specialist in the practices of mergers and acquisitions, reorganisations, private equity, corporate governance, shareholder relations, capital markets, banking, and LBO finance. Uchida has been a partner at Mori Hamada & Matsumoto since 2014. He has earned wide market recognition for his corporate law expertise and considerate experience working on the draft of the amended Companies Act that became effective in May 2015, which substantially changed M&A practice in Japan through the introduction of a new structure for squeeze-outs of minority shareholders. Uchida has advised on various high-profile deals, out of which three deals were nominated as M&A Deal of the Year (Premium) at the ALB Japan Law Awards 2022. Among his most prominent work, Uchida represented Shiseido Company, and its affiliates in carving out their personal care business to CVC Capital Partners. He acted as co-lead counsel in advising on the transaction structure, drafting the transaction documents, and conducting negotiations with CVC. This deal won M&A Deal of the Year (Premium). Also, Uchida represented Kohlberg Kravis Roberts (KKR) on its acquisition of shares in Yayoi, the largest financial and accounting software provider for SMEs and sole proprietors in Japan. Furthermore, Uchida advised Hitachi on its divestiture of Hitachi Metals to the consortium led by Bain Capital. Both were also nominated as M&A Deal of the Year (Premium). Uchida has been admitted to practice law in Japan since 2003 and in New York since 2009. He worked in the New York office of Paul, Weiss, Rifkind, Wharton & Garrison.
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KOKI YAMADA
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Koki Yamada, co-managing partner of Tokyo International Law Office, established the firm with five members in April 2019. Tokyo International Law Office currently has a team of 22 lawyers and 9 administrative staff. Aiming to differentiate its services from conventional Japanese law firms that heavily invested in the domestic market, the firm provides business-oriented legal advice with strategic solutions for corporations encountering difficulties with complicated cross-border legal issues. Yamada’s practices range from cross-border M&A, cross-border investments, joint ventures, dispute resolution, and fraud investigations, to compliance and competition. He also regularly offers advisory services for renewable energy projects and supports start-ups. Among his most noteworthy work in the recent year, Yamada advised on the partial transfer of special purpose company shares held by NEC to JICT for approximately CHF 300 million ($338 mil-lion) as part of the acquisition of Avaloq Group AG, a leading Swiss financial soft-ware company. Upon completion of the project, NEC has been able to reduce acquisition costs and allocate funds to further growth investment while maintaining Avaloq’s management rights. In 2022, he also advised Shizen Energy, a renewable energy startup company, on its fundraising of 74.4 billion yen, the biggest startup fundraising by a Japanese startup in 2022 so far. In addition, Yamada advised on the formation of a joint venture company between Asahi Breweries, one of the largest beer brewers in Japan, with BrewDog, a leading independent craft brewer based in the UK. The firm has assisted in the creation of a two-tier structure where a parent company owns IP-related rights and subsidiary performs daily operations for the joint venture for tax purposes.
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TONG YU
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Tong Yu, who has been in the legal practice for over 25 years, focuses on cross-border mergers and acquisitions and global capital market transactions. Yu advises private equity funds and hedge funds regarding leveraged buyout acquisitions, take-private transactions, PIPE investments, pre-IPO minority-position investments and other special situation investments. He also regularly represents both U.S. and non-U.S. strategic corporate clients in connection with their cross-border M&A transactions as well as equity and debt offerings (investment grade and high-yield debt, and hybrid capital securities). Among the major work that Yu has handled this year, he advised a portfolio company owned by funds managed by affiliates of Apollo Global Management in its acquisition of Mitsubishi Material’s aluminium business. Additionally, Yu also advised funds managed by affiliates of Apollo on another acquisition of Mitsubishi Chemical’s thermal and emission control materials business. These transactions are representative of the Apollo’s growing private equity presence in Japan and Yu has been assisting Apollo at each stage of its growth in Japan over the years, including all of the private equity deals completed to date. During this year, Yu also advised Mitsubishi UFJ Financial Group (MUFG) in its multiple offerings of Senor Callable Fixed-to-Fixed Reset Rate Notes debt securities with the worth $9 billion collectively. Yu has been advising MUFG, the largest financial institution in Japan, about its US securities law compliance and capital raising transactions for more than 20 years. Yu’s work has earned him recognition as a leading lawyer in Japan through numerous mainstream legal publications and awards. He has been short-listed as “Dealmaker of the Year” at ALB Japan Law Awards for five consecutive years since 2017. Over the years, Yu has led numerous high-profile, precedent-setting and complex transactions in both capital markets and mergers and acquisitions scenes, including the merger of MTFG and UFJ in 2005 to form MUFG as one of the largest financial institutions in the world, Citigroup’s sale of its Japanese credit card business in 2015 and its retail banking business in Japan in 2014, the initial public offering of NEC Electronics in 2003 and the acquisition of Gelest by Mitsubishi Chemical in 2020.
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THE LIST
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ALB DEALMAKERS OF THE YEAR 2022 |
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CHINA DOMESTIC |
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AllBright Law Offices CM Law Firm Commerce & Finance Law Offices DeHeng Law Offices Dentons China Global Law Office Haiwen & Partners
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Han Kun Law Offices Jia Yuan Law Offices Jingtian & Gongcheng JunHe King & Wood Mallesons Shihui Partners Zhong Lun Law Firm |
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CHINA INTERNATIONAL |
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Baker McKenzie FenXun Clifford Chance CMS, China Davis Polk & Wardwell Paul, Weiss, Rifkind, Wharton & Garrison Pinsent Masons
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Simpson Thacher & Bartlett Skadden, Arps, Slate, Meagher & Flom Sullivan & Cromwell Weil, Gotshal & Manges White & Case Wilson Sonsini Goodrich & Rosati |
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HONG KONG |
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Benita Yu Betty Yap Gwen Wong Jonathan Stone Li He
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Lihua De Marcia Ellis Michael Yu Richard Hall Virginia Lee
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INDIA |
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Aparajit Bhattacharya Ashwath Rau Bharat Anand Cyril Shroff Iqbal Khan
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Lalit Kumar Nusrat Hassan Rukshad Davar Vinayak Burman
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INDONESIA |
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Bernardus Billy Dewi Savitri Reni Emir Nurmansyah Erwandi Hendarta
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Ibrahim Sjarief Assegaf Pablo Malay – GoTo Pheo M. Hutabarat Rambun Tjajo
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JAPAN |
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Asa Shinkawa Eiichi Kanda Go Hashimoto John Tessensohn Jun Usami Kei Asatsuma Keiji Hatano
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Ken Lebrun Kenji Taneda Koki Yamada Nobusuke Nakamiya – Accenture Shuhei Uchida Tong Yu
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SOUTHEAST ASIA |
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Bernardus Billy Bui Ngoc Hong Dewi Savitri Reni Evelyn Wee Han Ming Luu Tien Ngoc
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Nicholas Chong Pablo Malay Rajeev Duggal Rambun Tjajo – TJAJO & Partners Shamil Shakil
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SOUTH KOREA |
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Daniel Kim Eun Joo Kang Ho Joon Moon H. Young Shin Jaewoo Lee
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Jinduk Han Joongil Cho Mok H. Kim Sangman Kim
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