Atsumi & Sakai

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Finance

Atsumi & Sakai has a proven track record in international finance matters, advising clients on many innovative and award-winning transactions. A number of these transactions have been awarded “Deal of the Year” by leading international legal and financial publications, including the International Financing Review, Asiamoney, the International Financial Law Review and Asian Legal Business Magazine for their innovation, scale and strategic importance. Most recently, Atsumi & Sakai was awarded for “Securitization Deal of the Year” at the Asian Legal Business Deal of the Year Awards, Japan 2005. Of the nine transactions nominated in this category, Atsumi & Sakai advised on no less than three major deals, including the winning Global Hospital Limited transaction. Atsumi & Sakai itself was also voted “Best Securitisation Law Firm in Asia” for 2003 by the International Securitisation Report. The Firm has played a pivotal role in many other award winning transactions, including a deal hailed as Japan’s first securitization of residential mortgage loans; another as the world’s largest multi-issue CLO, and the first master trust CLO program in Japan by a Japanese bank; the first securitization of residential mortgages from multiple originators in Japan for issuance of multiple-tranche securities to investors; and the first repackaged CMBS in Japan by a Japanese bank. The frequency with which the media report on, and award, deals on which we advise is testimony to our firm’s ability to use our experience and knowledge to successfully assist clients in innovative transactions.

Atsumi & Sakai is one of Japan’s most experienced law firms in the field of securitization, and has been closely involved in a number of groundbreaking transactions such as the first securitization of real estate mortgages in Japan. The Firm’s securitization practice experience includes the securitizations of leases, credit card receivables, loan receivables; real estate backed deals involving commercial office buildings, rental apartments and other residential housing, the securitization of future cash flows and intellectual property, and whole-business securitization. In recent years the Firm has attracted high-profile work on new types of products, has worked on the formation of real estate funds and other investment funds, and of course has a regular flow of general banking, capital markets, project finance, trust banking, and corporate finance work. These include:

General Finance

  • Loans, syndicated loans, swaps, options and other derivatives
  • Project finance
  • Ship finance, aircraft finance, and real-estate financing
  • BIS regulations and other legal regulations
  • Structuring of new financial products

Trust Banking

  • Creating trust products and structures
  • Advice on the Trust Business Law and compliance issues

Structured Finance and Securitization

  • Asset-backed securities (ABS) involving lease receivables, credit card receivables, cash card receivables, bank loans, business loans, consumer loans, motor vehicle loans, notes and accounts receivable, medical fee claims and various other monetary claims and rights to intellectual property, etc.
  • Real estate mortgage-backed securities (RMBS), and commercial mortgage-backed securities (CMBS)
  • Asset-backed commercial paper (ABCP), including acting for the arranger on transactions for city banks, trust banks, foreign banks, investment banks, foreign securities companies, etc.
  • Collateralized Bond Obligations (CBO), Collateralized Loan Obligations (CLO), Collateralized Debt Obligations (CDO), Whole Business Securitizations (WBS), repackaged bonds, credit linked bonds and credit derivatives
  • Structuring transactions involving the establishment and operation of special purpose companies, including non-Japanese SPCs, and Japanese special purpose entities such as tokutei mokuteki kaisha (TMK) and chukan hojin.

Securities

  • Primary markets, including initial public offerings, equity financing, domestic bonds, samurai bonds, Euro-yen bonds, private placements, medium term notes and foreign stock market listings
  • Trading and compliance issues

Investment Funds

  • Structuring and advising on investment funds under the Investment Trust Law (toushi shintaku hou), including real estate investment trusts (REITS)
  • Structuring and advising on various privately placed investment funds
  • Structuring and advising on various foreign investment funds
  • Advising on laws relating to asset management businesses

Practices