YOSHIKI SHIMADA is a partner in Sidley’s New York office. Yoshiki received his A.B. (Phi Beta Kappa) from Cornell University in 1982 and his J.D. from Harvard Law School in 1985. He joined the firm in 1985 and has been a partner since 1994.
Yoshiki has a diversified practice covering a wide range of work for major Japanese corporations and financial institutions – corporate transactions, stock acquisitions/divestitures, corporate debt offerings, global equity offerings, global credit facilities, J-REITs, offshore investment funds, and government regulatory investigations. He has served as special securities counsel to Japanese companies in connection with their capital-raising activities (Euro medium-term note programs, U.S. commercial paper programs, revolving and line of credit facilities, American depositary receipt (ADR) facilities, and private placements) and their filings of annual and periodic reports and other submissions with the U.S. Securities and Exchange Commission. He regularly advises clients with respect to the 1933 Securities Act, the 1934 Securities Exchange Act disclosure requirements, corporate governance matters, the 1940 Investment Company Act, and investment advisory matters. He has also represented U.S. underwriters and placement agents in capital markets transactions, including SPAC IPO and deSPAC PIPE transactions.
Among the matters he has advised on include the first medium-term deposit note program established by a Japanese bank, the first listing by a Japanese bank on a U.S. national securities exchange, the first cross-border Japanese asset securitization launched and completed, the first 144A global offering by a Japanese company, the first global IPO by a Japanese real estate investment trust, and recently the first global offering of sustainability-linked bonds by a Japanese issuer. He has advised a major Japanese bank in connection with its successful application to become the first Japanese bank to be qualified as a financial holding company (FHC) under the U.S. Bank Holding Company Act. He has advised a major Japanese manufacturer prepare its primary U.S. operating subsidiary for an initial public offering in the U.S. capital markets.
As advisor to one of Asia’s leading theatrical companies (Shiki Theatrical Company), he has negotiated cross-border production/licensing agreements with major Broadway producers, including Walt Disney Theatrical Productions, to bring Beauty and The Beast and The Lion King musical productions to Japan.
Yoshiki also has extensive experience representing Japanese financial institutions as investor’s counsel in connection with their cross-border investments in various types of funds managed by U.S. and European investment managers, including funds-of-funds, funds-of-one, commingled funds and privately managed accounts. More specifically, he represents Japanese financial institutions in connection with their alternative investments, including their investments in U.S. financial products or assets using various investment vehicles, such as partnerships or limited liability companies organized in the U.S. or vehicles organized in the Cayman Islands. In the course of representing Japanese institutional investors that have entrusted management of their investment portfolios to external investment managers, he has negotiated investment management agreements and related documentation with many investment managers in the U.S. and Europe, ranging from the largest investment managers to the smaller more specialized investment managers.
Yoshiki has also been advising Japanese financial institutions in connection with cross-border structured finance transactions involving account and trade receivables and loans.
In addition, Yoshiki has been advising Japanese clients in criminal and civil government investigations launched by U.S. government agencies and complex civil litigation commenced by private litigants in parallel with such investigations. In recent years, he has advised Japanese corporate clients and executives as to matters requiring crisis management before the U.S. Department of Justice, the U.S. Securities and Exchange Commission, and the U.S. Commodity Futures Trading Commission.
He is fluent in English and Japanese.
*Not a registered foreign lawyer in Japan.