Ivan G. Smallwood

Partner
Tokyo
  • Marunouchi Building, 32nd Floor
  • 2-4-1 Marunouchi, Chiyoda-ku
  • Tokyo 100-6332
  • Japan
Profile Experience

Ivan Smallwood is a partner in the Corporate Department of Latham & Watkins’ Tokyo office. Mr. Smallwood advises clients on mergers and acquisitions transactions, covering a broad range of strategic transactions in the financial, technology, and telecommunications industries.

Mr. Smallwood is admitted to the California bar and registered in Japan as a Gaikokuho-Jimu-Bengoshi (Registered Foreign Lawyer, California Law). Prior to joining Latham, he worked at a leading international law firm in Tokyo.

Recognition Highlights
  • Recommended for Corporate/M&A by The Legal 500 Asia Pacific 2019
  • Ranked in the Corporate/M&A category by Chambers Asia Pacific since 2010
  • Recognized by Chambers Global since 2014
  • Listed in The Best Lawyers in Japan for Corporate and M&A Law since the 2014 edition

Mr. Smallwood’s transactional experience includes representing:

  • Z Holdings, the holding company of Yahoo Japan, in its proposed US$30 billion business integration with LINE – the largest Japan tech deal announced in 2019, and winner of the ALB Japan Law Awards’ M&A Deal of the Year and TMT Deal of the Year
  • Toshiba Corporation in the US$18 billion sale of its wholly owned subsidiary Toshiba Memory Corporation to a consortium led by Bain Capital, and which includes SK Hynix, HOYA Corp., Apple, Seagate, Kingston, and Dell*
  • SoftBank in a series of transactions with Altaba Inc. in connection with Yahoo Japan Corporation, including a US$2 billion tender offer by SoftBank Corp. for shares of Yahoo Japan held by Altaba and an approximately US$2 billion (¥220 billion) self-tender offer by Yahoo Japan for its shares held by SoftBank*
  • SoftBank in its £24.3 billion (US$31.4 billion) acquisition of UK-based semiconductor and software design company ARM Holdings plc*
  • Toshiba in its arrangements with SanDisk Corporation for the joint production of next-generation 3D BiCS Flash memory, which included the extension and renegotiation of the parties’ “Flash Partners” joint venture; the construction and funding of additional facilities and cleanroom space in Yokkaichi, Japan; and related commercial, IP, and environmental matters*
  • SoftBank in its US$21.6 billion acquisition of a 78% interest in US wireless operator Sprint*
  • SoftBank in connection with the acquisition by Sprint Nextel of the approximately 50% equity of Clearwire Corporation that Sprint did not already own for a purchase price of approximately US$4 billion, resulting in a total Clearwire enterprise value of approximately US$14 billion*
  • SoftBank in Alibaba’s initial public offering of American Depository Shares on the New York Stock Exchange, initially valuing Alibaba at US$168 billion*
  • SoftBank in the restructuring of Alibaba’s financial services businesses which was undertaken in preparation for Alibaba’s IPO and secured and extended Alibaba’s long-term economic participation in Alipay and its broader financial services business*
  • SoftBank in a three-way transaction between SoftBank, Yahoo, and Alibaba in which Alibaba repurchased half of Yahoo’s shares in the company for US$7.6 billion, the parties re-stated their shareholders agreements, and SoftBank became Alibaba’s largest shareholder*
  • SoftBank in Alibaba Group’s US$4 billion restructuring of its holdings in Alipay, China’s largest online payment system, to address regulatory requirements relating to foreign ownership of online payment systems in China*
  • SoftBank in its acquisition of Miami-based Brightstar Corp., the world’s largest specialized wireless distributor; the transaction took place in two steps: (i) an initial acquisition of a 57% stake for US$1.26 billion and (ii) a subsequent acquisition of the remaining outstanding interests*
  • SoftBank in its US$1 billion investment in Coupang, the fastest growing standalone e-commerce player in Korea*
  • SoftBank in its US$250 million investment in Legendary Entertainment; as part of the investment, SoftBank and Legendary formed a joint venture to develop and promote Legendary’s film rights, with a particular focus on the China and India markets*
  • SoftBank in its investment in KuaiDi Dache, a leading mobile taxi booking app provider in China; the US$600 million financing round also included Alibaba and Tiger Global*
  • Mitsubishi UFJ Financial Group (MUFG) in the US$5 billion combination of its securities business, Mitsubishi UFJ Securities Co, Ltd. (MUS), with Morgan Stanley Japan to form one of Japan’s four largest investment banks*
  • Toshiba in its US$2 billion joint venture with SanDisk to develop and manufacture new state of the art NAND flash memory devices in Yokkaichi, Japan, and represented Toshiba in restructuring the parties’ prior flash memory joint ventures, including in Toshiba’s acquisition of US$1.8 billion of equipment from the joint ventures*
  • Toshiba Power Systems in its US$300 million joint venture with Princeton, NJ-based NRG Energy Inc., which combined NRG’s in-process permits for two major nuclear power facilities in South Texas, with US$300 million in capital contributions from Toshiba, and serve as the parties’ primary vehicle to develop nuclear power projects in North America based on Toshiba’s “ABWR” (advanced boiling water reactor) design*
  • Ricoh Company, Ltd., Japan’s second-largest maker of office machines, in its US$1.6 billion acquisition of IKON Office Solutions, Inc.*
  • GCA and Greenhill, as joint financial advisors to Nikko Cordial’s board, in connection with Citigroup’s US$4.6 billion offer for Nikko Cordial*
  • GCA Holdings, Japan’s largest independent M&A advisory firm, in its US$780 million combination with Savvian, a US-based investment bank*
  • Toshiba in its acquisition of gallium nitride-onsilicon LED technology and related business assets of Bridgelux, a California-based developer of LED lighting technologies and solutions*

*Matter handled prior to joining Latham

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