Aeon Co., Ltd. - Tender Offer for Shares in Aeon Delight Co., Ltd.
Nishimura & Asahi advised Aeon Co., Ltd. [TSE: 8267], Japan's largest retail group, on a tender offer for common shares in Aeon Delight Co., Ltd. [TSE: 9787], a facilities maintenance subsidiary, and on a consecutive squeeze-out transaction.
The team was led by partners Yamato Nozawa and Keiichi Masayasu.
People
Keiichi Masayasu, a partner in our M&A/corporate practice group, handles a wide range of corporate matters, including domestic and international M&A transactions, joint ventures, private equity, corporate governance, and shareholder meetings, both in normal and emergent phases, focusing on takeover defense and shareholder activism.
He advises clients on preventative measures, such as strengthening governance, before activist strikes or hostile takeovers. He has extensive experience in responding to letters, meeting requests, and white papers from activists, and other activist campaigns, as well as dealing with shareholder proposals, shareholder requests to convene extraordinary shareholders meetings, proxy fights, hostile takeovers, and other unsolicited offers/bids.
He has taken on the challenge of developing legal practices, including designing takeover response policies adopted in emergent phases (emergency poison pills). He has researched and authored publications on cutting-edge theories and practices in these areas, while providing solutions that meet client objectives.
Yamato’s practice area covers various M&A transactions, including cross-border M&A deals for stock consideration; shareholder activism; corporate governance, including officers’ remuneration and management of subsidiaries; disclosure; guidance for shareholders meetings, including virtual shareholder meetings; securities litigation; preparation of legal opinions; and development of new structures for share-buybacks using trusts. Yamato also worked at the Ministry of Justice of Japan for two years and mainly engaged in the reform of the Companies Act. Yamato is also known for his expertise in the latest trends in revision of corporate legislation, including the Companies Act and the Financial Instruments and Exchange Act, by maximizing his experience working at the Ministry of Justice of Japan. Yamato has continued to work diligently on writing articles and delivering lectures with respect to corporate legislation and has shared his expertise with our potential clients in a clear, straightforward manner.