White & Case Advises Japan’s JTEKT Corporation On Complex US$300 Million Cross-Border Acquisition
Tokyo,
January 14, 2010 ... Global law firm White & Case LLP has advised JTEKT Corporation, a major Japanese bearing manufacturer and affiliate of Toyota, on its successful acquisition of the global needle roller bearing (NRB) business of The Timken Company, a leading global bearing and components manufacturer based in the United States. The acquisition by JTEKT, a publicly traded company listed on the Tokyo Stock Exchange, was valued at approximately US$300 million after an adjustment in the value of net retained assets.
White & Case lawyers advised JTEKT on all aspects of its successful auction bid, which involved significant complexity as a result of the global nature of Timken's NRB business, which has operations in 18 countries. White & Case assisted with global tax structuring, pre-merger competition filings in several jurisdictions, the formation of multiple acquisition entities and the transfer of business assets and subsidiaries that included 12 manufacturing facilities, three R&D centers, supply agreements and other material contracts, permits, equipment, intellectual property and inventory, as well as approximately 3,400 employees.
"The acquisition of Timken's NRB business by JTEKT is a great example of the White & Case network in action," comments White & Case partner Brian Strawn. "Very few firms can offer the broad range of experience and services that we have been able to provide over the past year. In addition, we were able to work with the JTEKT project team and its other professional advisors almost exclusively in their native language of Japanese. Overall, this was a monumental effort, considering the number of jurisdictions, issues and languages involved, and the general complexity of the deal."
The White & Case Tokyo M&A Practice Group led a team of more than 140 legal professionals in 15 White & Case offices: Ankara, Beijing, Bratislava, Brussels, Budapest, Frankfurt, Hamburg, London, Mexico City, New York, Paris, Prague, Shanghai, Tokyo, Warsaw and Washington DC It also coordinated the work of more than 70 lawyers at nine other law firms: Borden Ladner Gervais LLP (Canada), Cuatrecasas (Spain), Womble Carlyle Sandridge & Rice, PLLC (Georgia and South Carolina), Kim & Chang (Korea), Trilegal (India), Loyens & Loeff (Netherlands), Bernascone & Soci (Italy), Van Eeckhoutte Taquet & Clesse (Belgium) and Veirano (Brazil).
Brian Strawn led the White & Case global team advising on the transaction and was assisted in Tokyo by partners Yuji Ogiwara and Michael Shikuma and associates Takeo Mizutani, Eric Marcks, Karl Pires and Tadanao Oshima.
About White & Case White & Case LLP is a leading global law firm with lawyers in 36 offices in 25 countries. Among the first US-based law firms to establish a truly global presence, we provide counsel and representation in virtually every area of law that affects cross-border business. Our clients value both the breadth of our global network and depth of our US, English and local law capabilities in each of our regions and rely on us for their complex cross-border transactions, arbitration and litigation provided by our global practices. Contact: Christopher Rieck Media Relations Manager White & Case LLP +1 212 819 7960 Jayne Purser Practice Development Manager, Asia-Pacific White & Case LLP +852 2822 0443
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