The M&A market in Japan is becoming increasingly active; however, some mergers and acquisitions are subject to stringent merger reviews under antitrust laws, which may result in regulatory challenges. In recent years, there have been about 300 to 400 notifications annually, with the Japan Fair Trade Commission (hereinafter referred to as the JFTC) likely conducting careful merger reviews on nearly 10% of these cases.

Many companies have not experienced formal merger reviews by the JFTC and tend to overly fear antitrust regulations or, conversely, adopt an overly optimistic outlook. In reality, the JFTC's recent merger reviews have been intensifying, following the practices of Europe and the U.S., with more detailed scrutiny. Additionally, there are emerging trends, such as the active utilization of economic analysis and increasing interest in the digital economy. In light of these developments, it is becoming increasingly important for companies to gain insights that minimize the risks of unexpected, prolonged reviews or modifications and prohibitions of merger plans.

In this seminar, we will first provide a clear explanation of the regulatory standards (regulatory borderlines) of the JFTC, based on publicly disclosed cases and the speakers' experiences. For example, we will carefully explain why clearances are obtained in cases that would typically be regulated, such as those involving market share aggregations, and conversely, why seemingly straightforward cases can end up being regulated. Next, we will introduce the latent difficulties associated with economic analysis that can be performed relatively easily in the early stages of a project and provide guidance on points to consider when collaborating with economic analysis experts. We will also elaborate on the typical scenarios where economic analysis is necessary and how to effectively leverage it according to the situation.

This course is aimed at executive leaders involved in M&A, practitioners in corporate planning or legal affairs, investment banking professionals, investment companies and VCs, as well as attorneys dealing with antitrust law. We aim to convey content that will interest a wide range of participants, from individuals without experience navigating antitrust M&A regulations to experienced professionals and attorneys wanting to check the latest trends.

Program (Scheduled: Titles of talks may change):

1. Deciphering the Regulatory Borderlines of Merger Review - Lessons from Unexpected Regulatory and Clearance Cases (Hiroaki Ishigaki, NERA Tokyo Office Head, Senior Managing Director)

2. Leveraging Economic Analysis to Support Review Strategies - Typical Application Scenarios and Practical Knowledge to Achieve Results (Taku Masuda, Senior Consultant, NERA)

3. Q&A

Participation fee: Free

Please note this seminar will be in Japanese only.