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Law360’s “Sealing the Deal” Details Ropes & Gray’s Role in Blockbuster $18B Toshiba in Asia

Practices: Private Equity, Finance, Antitrust, Government Enforcement / White Collar Criminal Defense, Securities & Public Companies, Mergers & Acquisitions, Intellectual Property Transactions

Law360 published a detailed look at Toshiba Corp.’s $18 billion sale of its semiconductor business to a group led by Bain Capital, represented by Ropes & Gray. The article, titled “Ropes & Gray Can Breathe Easy With Toshiba Deal Sealed”, included quotes from Tokyo-based private equity partner Tsuyoshi Imai and featured an interactive timeline of the transaction.

The transaction, which closed on June 1, is valued at two trillion yen (approximately $18 billion). It is the largest leveraged buyout and private equity deal ever in Asia, and also among the most complex M&A transactions globally in 2017 and 2018. Ropes & Gray led the legal aspects of the transaction, including the acquisition negotiations, structuring, financing, antitrust and litigation analysis and settlement.

Law360 reported that once Bain Capital overcame its final hurdle—regulatory clearance in China—the deal could close. In the article, Mr. Imai discussed the relief that he felt when the transaction finally closed and chronicled many of the obstacles along the way. Mr. Imai also emphasized the firm’s longstanding relationship with Bain Capital, particularly in Ropes & Gray’s Tokyo office, which was established in 2007. The article noted that “for Ropes & Gray, sealing the deal was part of a labor of love for a longtime client”.

The Ropes & Gray team advising Bain Capital is being led by private equity partner Tsuyoshi Imai, with private equity counsel Saeko Inaba and finance counsel Ben Morris. The transaction was accomplished with a cross-office global team that included private equity partner Will Shields, counsel Kaori Fukazawa, antitrust partner Ruchit Patel, litigation & enforcement partners Randall Bodner and Anne Johnson Palmer, securities & public companies partner Thomas Holden, mergers & acquisitions partner Paul Scrivano, IP transactions partner Megan Baca and associates Dan CowanAdam Leamon, Chau Le, Feida Zhao, Amanda Whitney, Rupert Phillips, Andrew Wang, Alyssa Kollmeyer, Michael Gilbert and various finance team members. Attorneys from across our offices, including Tokyo, Boston, Hong Kong, New York, London, San Francisco and Silicon Valley collaborated on the deal.

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