Nishimura & Asahi, Anderson Mori & Tomotsune and Skadden Arps Slate Meagher & Flom have counselled on Kawasaki Heavy Industries’ issuance of JPY197.4 billion (USD1.2 billion) in common stock and concurrent zero-coupon convertible bonds.
The Japanese engineering manufacturer issued JPY97.4 billion of common stock and concurrent zero-coupon convertible bonds with aggregate principal amounts of JPY50 billion due 2031 and JPY50 billion due 2033.
Nishimura & Asahi acted as counsel to the joint lead managers, Nomura and Mizuho Financial Group, with the team led by partners Masashi Ueda and Kohei Koikawa, the firm’s capital markets head.
“One of the key features of the transaction was its structure, which combined an international offering of common shares with convertible bonds, an approach that is relatively uncommon in the market. In addition, a portion of the convertible bonds was issued as transition CBs (convertible bonds), which was a distinctive aspect of the financing,” Ueda told Asia Business Law Journal.
Anderson Mori & Tomotsune served as counsel to Kawasaki Heavy Industries and was led by Tokyo-based partner Kagayaki Funakoshi.
Skadden also advised Kawasaki Heavy Industries on the issuance. Its team comprised partners Kenji Taneda, head of the firm’s Tokyo office, and Ken Kiyota, as well as Asia-Pacific counsel Yuko Ozaki and associate Caleb Johnson.
The offering was conducted in accordance with Rule 144A and Regulation S of the US Securities Act of 1933.
Kawasaki Heavy Industries, which is listed on the Tokyo Stock Exchange, is known for its motorcycles and jet skis, but its core business is heavy industrial machinery, such as commercial ships, bullet trains, industrial robots and energy plant infrastructure.