Agenda
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09:25
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09:30M&A in Japan: the current state of play
In 2019, Japanese M&A bucked global trends as deal value surged to a seven-year high of USD75.4 billion, and whilst COVID-19 has affected cross-border M&A globally, it is expected that deals will begin to pick up in the region. As the economy begins to recover, analysts predict that there will be increasing competition for assets as cash-rich investors seek opportunistic deals as well as prospects in both the domestic and distressed M&A markets. Our panel of leading M&A experts will discuss the current trends and deal flow activity of transactions into and out of Japan and analyse where the best opportunities for investment lie in the year ahead.
- What are the future themes and trends in Japanese M&A in the next 12 months, such as distressed M&A opportunities and increased consolidation?
- Domestic M&A: where are companies seeking targets and building their pipelines?
- Where and what are the opportunities for Japanese corporates, and are they seeing more competition from private capital?
- Are there any emerging sectors that have arisen from the past year that investors need to be aware of?
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10:15
Live Q&A
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10:30
Networking break
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10:45Corporate governance and shareholder activism in Japan – a growing wave
Corporate governance reforms have been driving domestic M&A activity in Japan for the past few years, as activist shareholders increasingly put pressure on corporations to spend money more efficiently. More recently, Japan has also seen a rise in the number of hostile takeovers, with traditional companies pursuing unsolicited bids to maximise corporate value. As activists continue to be more emboldened, it is becoming increasingly apparent that Japanese companies can no longer ignore these voices for change. Our panel of advisors will discuss how to best manage shareholder demands and expectations in the region.
- Which sectors have seen the most shareholder activity, and is this set to continue?
- What demands do Japanese shareholder activists focus on, such as balance sheet and board related activism?
- What are some examples of successful hostile takeovers in Japan, such as Itochu–Descente, and what can corporates learn from this?
- How have Japanese companies adapted to this new environment, and has there been any backlash from investors?
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11:15
Live Q&A
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11:30
Intermission
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13:00
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13:30
Networking break
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13:50Post-merger integration – a playbook for Japanese corporates
Effective post-merger integration (PMI) is crucial to the success of transaction. For many Japanese acquirers that have closed acquisitions in outbound M&A transactions, PMI can be challenging from both an operational and cultural standpoint. This in-depth presentation will cover the necessary steps needed to navigate the PMI process and fully realise synergies, as well as a case study of a corporate that has successfully achieved PMI.
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14:20
Networking break
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14:30The Japanese push into India and Southeast Asia: a comparative approach
Despite global uncertainties, Japanese corporates are likely to resume their search for outbound opportunities as regional economies reopen. India and Southeast Asia remain attractive investment destination for dealmakers, particularly as companies shift their supply chains from China to the region. However, investing in these regions comes with their own set of unique regulatory, geopolitical, and cultural challenges. Our panel of leading advisors will compare and contrast these two investment destinations, and share their views on how best to capture opportunities in both regions.
- What are the key investment trends in the past year for both regions, such as supply chain shifts, and what is the outlook for 2021?
- Which sectors are the most attractive to Japanese investors in both geographies?
- What are some of the challenges Japanese investors should expect to face in Southeast Asia versus India, including regulatory hurdles, corporate governance, and due diligence issues?
- What can corporates looking to invest in both regions learn from some of 2019’s top deals, as well as what to expect in a post-pandemic world?
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15:00
Live Q&A
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15:15
Networking break
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15:25Technology M&A: Transforming companies from the traditional to the new
Technology M&A is on the rise in Japan. As Japanese corporates feel the pressure from their shareholders to streamline their businesses and fuel growth, there is an increasing trend of selling non-core businesses and acquiring new technologies. Corporate venture capital investment into startups have surged in the past few years, and with the advent of full-scale 5G services and the growth of sub-sectors such as fintech, this trend is only set to accelerate. Our panel of corporate executives discuss dealmaking in this sector, and how companies can future-proof their positions by pursuing technology M&A.
- What are the strategies of top Japanese corporates looking to invest in technology innovations, such as Toshiba and Hitachi?
- What are the top sub-sectors that Japanese investors are looking into, including fintech and the Internet of things?
- For corporates looking to invest in this sector, what are some of the challenges of working with startups and investing in foreign technology companies?
- How is corporate venture capital activity shaping up in Japan?
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15:55
Live Q&A
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16:10
Networking break
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16:20Private equity: finding opportunity in the downturn
The outlook for the Japanese private equity market remains cautiously optimistic. In 2019, buyout activity surged 5.4 times in value compared to 2018 and exit activity more than doubled. Despite the impact of COVID-19, it is expected that global private equity firms will continue to actively seek opportunities in the downturn, particularly as Japanese companies unload their non-core businesses. In the short term, however, the focus will be on keeping existing portfolio companies afloat as well as risk mitigation. Our panel of private equity experts will discuss how they have navigated the past year, as well as share what opportunities are on the horizon.
- What have been some notable deals in the past 12 months, and what is the outlook for the year ahead?
- What strategies have GPs implemented to keep their portfolio firms afloat?
- What opportunities and sectors are GPs looking at to mitigate risks in the future, such as e-commerce technologies?
- What are the questions LPs are asking their portfolio GPs?
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16:50
Live Q&A
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17:00
Close of conference
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Mai Mizuta heads editorial content direction and strategy for Mergermarket and Dealreporter in Asia-Pacific. She oversees the management of seven bureaus across Asia, leading a team of dedicated journalists covering mergers and acquisitions, private equity, and event-driven and special situations. Mai, who is also concurrently Japan Bureau Chief, is responsible for private equity, news, and origination coverage in Japan.
Hiroki Kodate is a partner at Anderson Mori & Tomotsune and engaged principally in the fields of M&A and general corporate matters, and regularly advises both Japanese and non-Japanese clients in this regard.
In addition to his professional experience at Anderson Mori & Tomotsune, Mr. Kodate worked for the Civil Affairs Bureau of the Ministry of Justice, where he was in charge of the legislative project to modernize Japanese corporate laws (2002-2005). He also worked for Slaughter and May in London as a foreign secondee (2000-2001).
•Kensaku Bessho is a Managing Director and Head of the M&A Advisory Group in Japan since June 2012 at Mitsubishi UFJ Morgan Stanley
•Since joining Morgan Stanley in 2002, he has advised various cross-border and domestic M&A transactions across industries
•He is a member of “Fair M&A Study Group” launched by The Ministry of Economy, Trade and Industry (METI) since 2019 and a member of “Business Restructuring Study Group” launched by METI since 2020
•Prior to joining Morgan Stanley, he worked at a US based accounting firm and a Japanese commercial bank
•He holds a BA in Economics from Keio University as well as a US CPA (State of Illinois)
Nick is Senior Vice President and Assistant General Counsel in ORIX Corporation’s Global Legal Department. Nick primarily focuses on ORIX’s outbound investment opportunities, and has recently been involved in transactions in the US, Europe and Asia. Prior to joining ORIX in 2016, Nick worked at Herbert Smith Freehills’ Tokyo office (including a lengthy secondment to Mitsubishi Heavy Industries) and Allen and Overy’s London and Tokyo offices. Nick has experience on a broad range of multi-jurisdictional corporate, commercial and finance matters including M&A transactions, JVs and other minority investments, project finance and other financing transactions, structured finance and other debt capital markets transactions.
Name:
Rei Kyogoku
Current Position:
Executive Officer, Head of Investment Banking
Date of Birth:
August 30, 1969
Education:
Graduated from Faculty of Law, Keio University, March 1992
Professional Career
April 1992
Joined The Sakura Bank, Limited
September 1997
Sakura Finance International Limited (London)
June 2001
Deputy Manager, Corporate Clients Group Strategy Department, Daiwa Securities SMBC Co., Ltd.
September 2001
Deputy Manager, Principal Finance Department
July 2002
Vice President, Corporate Planning Department, Sumitomo Mitsui Banking Corporation
December 2002
Vice President, Corporate Planning Department, Sumitomo Mitsui Financial Group
July 2006
Senior Vice President, Corporate Planning Department
April 2007
Senior Vice President, Financial Institutions Group, Investment Banking Division, Lehman Brothers Japan Inc.
November 2008
Head of FIG, Investment Banking Division, Barclays Capital Japan Ltd.
June 2011
Director, FIG, Investment Banking Division, SMBC Nikko Securities Inc.
July 2013
Managing Director, FIG / Public Corporations and Head of Governmental PT, Investment Banking Division
September 2014
Managing Director and Head of Global FIG and Public Corporations,
Investment Banking Division
March 2019
Executive Officer, Head of Investment Banking (Telecom Media
Technology and Heavy Industries, Industrial, Global FIG and Public Corporations)
September 2019
Executive Officer, Head of Investment Banking (Technologies & General Industries Group, Telecom Media & Information Technology, In
Dr. Jochen Legewie is Chairman Asia and has managed the Tokyo office of Kekst CNC, a global strategic communications consulting, since 2004.
His works focus on advising Japanese and foreign corporations on complex positioning issues critical for those companies’ short and long-term reputation. He has advised on high-profile M&A transactions, both cross-border as well as in/in, and supported companies facing potential demands and campaigns by activists. The firm has been continuously ranked among Japan’s top 3 financial PR advisors according to Mergermarket.
Prior to joining Kekst CNC he was Head of Communications at Mitsubishi Motors Corporation, and Vice Director of the German Institute for Japanese Studies in Tokyo. Since 2007, he has been one of the few foreign trustees of Keizai Doyukai (Japanese Association of Corporate Executives).
Jochen studied at Hitotsubashi University and holds a PhD in Economics from the University of Cologne.
Seth H. Fischer is the founder and Chief Investment Officer of Oasis Management, an international investment manager that invests globally across capital structures. Mr. Fischer founded Oasis in 2002 following a successful seven-year career at Highbridge Capital Management, where he managed the firm’s Asian investment portfolio. Prior to joining Highbridge, Mr. Fischer served in the Israel Defense Forces. He received a Bachelor of Arts in Political Science from Yeshiva University in 1993. He is a Board Member of the Karen Leung Foundation and the Carmel School in Hong Kong, and Vice Chairman of the Ohel Leah Synagogue Management Committee in Hong Kong.
Tsuyoshi Maruki established Strategic Capital, Inc. in September 2012 which is today the only more confrontational Japanese activist investment manager based in Tokyo. Mr. Maruki first began activist investing in 1999 where he was one of the Founding Partners of Japan’s first activist investment manager. MAC Asset Management grew to manage approximately USD 4 billion at peak in 2006. Prior to MAC Asset Management Mr. Maruki worked for Nomura Securities for 17 years during which time he led hundreds of equity and debt financing deals including the privatization of national companies. Also he acted as an advisor to the Depository Insurance Corporation, the Financial Revitalization Agency, and to the American corporate to tender offer its subsidiary in Japan. Mr. Maruki is a BA Law graduate from Tokyo University.
Nobuhiko Masuto is Representative Director & President of GCA Partners Corporation, a subsidiary of GCA Corporation, a global M&A advisory firm listed in TSE1 with 25 offices and 420+ professionals. Prior to joining GCA, he worked for Ripplewood Japan where he was responsible for origination and execution of Japanese buyout transactions and post-acquisition management. Prior to that, he worked as an investment banker for SMBC Tokyo and London, where he focused on cross-border M&A and structured finance transactions. He graduated from London Business School and Keio University. He is a visiting instructor on the MBA course of Kobe University and he often acts as a member of study committee set by the government.
Dr TANIGUCHI, Tomohiko is Professor, Keio University Graduate School of System Design and Management (SDM), reading international political economy and Japanese diplomacy. He is also Special Adviser to Former Prime Minister ABE, Shinzo's Cabinet. Between February 2013 and March 2014, he was Councillor, Prime Minister's Office. Then and now his responsibilities have included writing foreign-policy speeches for PM Abe.
After spending 20 years with Nikkei Business, a weekly magazine, he joined the Ministry of Foreign Affairs in 2005 as Deputy Press Secretary and Deputy Director General for Public Diplomacy. Until he left the ministry three years later, he addressed the English-speaking press and wrote speeches for then Foreign Minister ASO, Taro and other leaders including then PM Abe.
While with the magazine he spent a stint in London, 1997-2000, as the magazine's correspondent. In 1999 the Foreign Press Association in London elected him President, the first from "the East of Suez." During his journalistic career he spent sabbaticals at Woodrow Wilson School, Princeton University, as a Fulbright Visiting Fellow, at the Shanghai Institute for International Studies, and at the Brookings Institution as a paid, "CNAPS" fellow.
For five years till 2013 he was Executive Adviser to the then Chairman of the Central Japan Railway Company, KASAI, Yoshiyuki, while holding visiting professorships at Keio SDM and Meiji University School of Global Japanese Studies.
LL.B. from the University of Tokyo, Doctorate in national security from Takushoku University, he has authored or co-authored more than 10 books on international affairs. One of his latest books, entitled (if put into English) "Truth be Told of ABE Shinzo," was his own account of Abe's leadership. He has appeared live numerous times on BBC, Al-Jazeera, CNN, CNA, etc.
Akira Fukuda is a Senior Managing Executive at Asahi Kasei Corporation.
He is currently in charge of the growth and business development of Asahi Kasei’s lithium-ion and lead acid battery separator business as well as post-merger integration of Polypore International, a former public company in the US. The acquisition of Polypore International was one of the projects he successfully completed while responsible for Asahi Kasei group’s mid-range growth strategy and corporate business development as General Manager, Strategy & Business Development. He joined Asahi Kasei in 1983. Mr. Fukuda received a Master of Science degree in Management from the Stanford University Graduate School of Business in 1995. He also holds a B.S. in Agricultural Economics from The University of Tokyo.
Charandeep Kaur is Partner, Trilegal and is part of the corporate practice group. She specialises in mergers and acquisitions, joint ventures, private equity investments, entry strategies and foreign direct investment. She has experience in various cross border transactions across sectors including in energy, IT & ITES, automotives, education, healthcare, hospitality, foods and logistics. Charandeep is engaged in diverse corporate practice advising clients on labour issues and enforcement issues, regulatory policy and requirements, prevailing government policies and regulations, statutory registrations, exchange control issues, investment structuring and corporate compliance.
Saemin is Managing Partner at Rakuten Ventures. He has held this position since the fund’s inception in 2013. Based in Singapore, Saemin invests in diverse verticals such as advertising technology, artificial intelligence and on-demand business around the world. Some of the portfolio investments he manages include Carousell, ViSenze, Epic!, and Algorithmia.
At Dream Incubator(DI), Eto has been in charge of VC investment in Asia, especially India. He has led 25 investments in India start-ups since 2016.
In addition, he has provided support in a wide variety of areas such as new business strategy, international business development strategy, corporate strategy and implementation support for clients in healthcare, energy, electronics, financial, chemical and trading industries as a strategy consultant.
Prior to DI, Eto worked for the Japan Bank for International Cooperation, dealing with energy projects in ASEAN countries and being in charge of sovereign, corporate and project risk analysis. At PWC, he delivered financial advisory services in infrastructure and hospital sector in Japan and abroad. He also had an entrepreneurial experience in healthcare startup.
Especially, Eto has 15 years experience in healthcare space as an entrepreneur, a venture capitalist and a strategy consultant.
BA Economics Keio University(Japan)
Naoya Seguchi has led M&A Advisory Team with Mitsubishi Corporation since he returned to Tokyo in June 2019. Prior to the current role, he served as CFO of Mitsubishi International Corporation (New York) from 2016 to 2019, and as Head of Finance at Mitsubishi Corp.-UBS Realty (Tokyo), a J-REIT management company, from 2013 to 2016. He started his career in 1993 with Sanwa Bank (currently MUFG Bank) and spent 12 years there. For the latest five years at Sanwa, he executed many M&A deals at Sanwa Securities (currently Mitsubishi UFJ Morgan Stanley Securities). In 2005, he joined Mitsubishi Corporation where he supported its business groups to structure and execute full range of transactions, including acquisitions, strategic investments, joint ventures, divestitures, and related financing.
Kenji Hirooka is a partner at Anderson Mori & Tomotsune in its M&A/Corporate Group, which won the M&A Deal of the Year for Japan in 2020 from Chambers and Global. Kenji has a particular experience in cross-border public and private deals, including mergers and acquisitions, equity investments, and joint venture transactions. In the field of Technology Law and M&A, Kenji co-authored a book in 2018 entitled "Essential Points of Japan M&A Practice", and followed this with another work, "Technology Law," in 2019. Kenji is a graduate of the Faculty of Law of the University of Tokyo in Japan and of Judge Business School at the University of Cambridge in England. Kenji was admitted to practice law in Japan in 2000 and was admitted to the New York State Bar in 2005.
Saemin is Managing Partner at Rakuten Ventures. He has held this position since the fund’s inception in 2013. Based in Singapore, Saemin invests in diverse verticals such as advertising technology, artificial intelligence and on-demand business around the world. Some of the portfolio investments he manages include Carousell, ViSenze, Epic!, and Algorithmia.
Kyohei (Kay) Hosono graduated from the Faculty of Letters of The University of Tokyo. He studied abroad at St. Petersburg State University in Russia and holds a Master of Public Administration from the University of Michigan in the United States. Prior to joining DI, he worked for the Japan Bank for International Cooperation (JBIC) and oversaw the projects for infrastructure development in the former Soviet Union Republics. After joining DI, Kyohei has been providing management consulting for many Japanese corporation, lived 7 years in Vietnam to run PE fund for Vietnam. Kyohei is currently in charge of global venture investments of DI in India, Japan, US and South East Asia.
Takayuki Morita is Senior Executive Vice President and Chief Financial Officer, as well as serving as Member of the board at NEC Corporation, a leader in the integration of IT and network technologies that deliver benefits to businesses and people around the world. He is currently managing the financial strategy and operations of a company with 100,000 employees and total revenue of $25 billion. He is also responsible for Corporate Business Development functions including the oversight of M&A and other investments. Previously, he was Executive Vice President and Chief Global Officer, where he had P&L responsibility for a business organization with over 10,000 employee and $6 billion revenue.
Gen Tsuchikawa heads up all venture investing activity for Sony globally through its Sony Innovation Fund.
He is also CEO and CIO of Innovation Growth Ventures, a joint venture between Daiwa Securities and Sony, which runs the later stage fund.
Earlier stage investments are made using Sony’s balance sheet.
He has spent 15 years at Sony, and prior to taking this position headed Corporate Development & M&A, Business Development, and Investor Relations at Sony Headquarters.
Before coming to Sony he spent 20 years in the finance industry in companies such as Merrill Lynch.
He holds a BA from Hitotsubashi Univ in Japan, and an MBA from Stanford Graduate School of Business.
Yoshihiko is a Partner with the KPMG Deal Advisory practice in Japan with over 20 years of experience. He has been advising multinational clients in complex M&A deals in broad sectors including the chemical industry.
Areas of expertise
Advisory Chemicals and Performance Technologies Deal Advisory Transaction Services Integration & Separation
Megumi Kiyozuka currently serves as the President & Representative Director of CLSA Capital Partners Japan. In this capacity, he is responsible for the overall investment activities of the firm and serves on the board of numerous portfolio companies. Prior to joining the firm in 2006, Mr. Kiyozuka was a Director focused on Japanese buyout opportunities in the consumer, healthcare, and industrial sectors with The Carlyle Group in Tokyo. He spent 6 years at Carlyle and was one of the founding members of Carlyle Japan. Prior to his tenure at The Carlyle Group, he was a Senior Manager at the MUFG Bank, Ltd., where he accumulated over 10 years of experience in M&A and syndicated loans across various countries in Asia. Mr. Kiyozuka received a B.A. in Economics from Shiga University and an M.B.A. from the Haas School of Business, University of California at Berkeley.
Experience
Joined Bain Capital Private Equity in 2006. A Managing Director in the Industrial & Energy Vertical, a member of the Asian Pacific Private Equity team and one of founding members of the Tokyo office.
Prior to joining Bain Capital Private Equity, worked at The Boston Consulting Group where he consulted in the industrial goods, financial, high‐tech, and consumer products industries.
Education
Received an MBA from Harvard Business School. He received a BS from the University of Tokyo.
Joined Advantage Partners in June 2007.
Responsible for investments including Nissen, Diana, ampm, Visionary HD (Meganesuper), Kizuna HD (Famille for Family Funeral), Yaruki Switch Group, and Abitus/Tokyo Central Japanese Language School. Supported portfolio companies in a wide variety of industries ranging from retail/consumer goods manufacturing to services, focusing with a focus on consumer goods, in defining growth strategies, developing new businesses, conducting add-on acquisitions, changing organizstion, and upgrading the management control system. For Meganesuper, served as a full-time and responsible for implementing executing measures ranging from marketing, product development, HR system design, IT system building, management control system enhancement, and IR/PR. Through the approach of turnaround without delisting, successfully helped the company transform itself into an “eyecare company” to become profitable. Currently interested in education and food sectors.
Prior to joining Advantage Partners, engaged in SME lending and M&A advisory businesses at Fuji Bank (currently Mizuho Bank) before joining McKinsey & Company where engaged in consulting management service for Japanese and overseas clients for ten years. B.A. in Law from Waseda University and MBA from Wharton School, University of Pennsylvania.
Jun Tsusaka is the Managing Partner, Chief Investment Officer and Founding Member of NSSK, an investment business managing several funds with a focus on Japan. Prior to the formation of NSSK, Mr. Tsusaka was a global Partner of TPG and a Managing Director and Representative of TPG Capital Japan, K.K. He was a member of the Global Investment Review Committee, and member of the Global Partner Selection Committee.
Mr. Tsusaka currently serves on various board of directors for NSSK portfolio companies and is President of the Harvard Club of Japan and a member of the Keizai Doyukai. Mr. Tsusaka graduated with a Bachelor's Degree from Harvard College where he graduated with Honors and has a Master of Business Administration from Harvard Business School where he graduated with Distinction.