Cross-Border Investment + ABA Mock kick-off meeting to structure a multi-jurisdictional sale

Michael O’Bryan is a partner in Morrison & Foerster’s global M&A Group. He focuses on U.S. and international mergers, acquisitions, divestitures, and other strategic transactions, including “going private” and other related-party transactions. He has advised companies, boards, and special committees, as well as investment banks, in both negotiated and contested transactions across a variety of industries, including in the technology, software, telecommunications, agtech, consumer, and healthcare/life sciences sectors.

Mike has been ranked in numerous publications including Chambers USA, The Legal 500, and Best Lawyers in America. Clients in The Legal 500 describe Mike as “a very seasoned M&A lawyer with a depth of technical expertise.” He has been recognized for M&A by Best Lawyers in America every year since 2013, and in 2021 the publication named him a “Lawyer of the Year” for M&A. He has also been recognized in Who’s Who Legal – The International Who’s Who of Mergers & Acquisitions Lawyers.

Before moving to San Francisco, he worked in the firm’s Tokyo office for four years. Prior to joining Morrison & Foerster, he worked at a Japanese law firm for two years, concentrating on cross–border transactions. He serves on the board of directors of the Japan Society of Northern California.

Mike is the chair of the American Bar Association’s M&A Committee, where he also served as co-editor of the Model Tender Offer Agreement and on the editorial board for the Model Public Company Merger Agreement. He also has served on M&A advisory boards, such as the Law360 M&A editorial board and the Thomson Reuters Accelus Business Law Partner advisory board. He is also a member of the firm’s global Environmental, Social, and Governance (ESG) steering committee. He is the author or co-author of numerous articles and speaks regularly on M&A and related topics. He leads efforts around the firm’s annual Key M&A Trends report, recognized as a “Top Read Article” by JD Supra Readers’ Choice Awards.

Jan Bogaert is a partner in the M&A group at Benelux law firm Stibbe, based in Brussels. His practice concentrates on foreign direct investment (FDI), strategic and cross-border M&A, joint ventures, and corporate restructurings.

Jan spent five years in Stibbe’s Hong Kong office, and has established a particular expertise on Asia outbound cross-border transactions.

Jan serves as a director of the Belgian-Chinese Chamber of Commerce, a member of the Tax & Legal Committee of the American Chamber of Commerce, and is the co-chair of the Cross-Border Investment Committee of the IPBA.

Christina Reyes is a Partner at Cochingyan and Partner Law Offices based in Manila, Philippines. The law firm focuses on providing a multi-specialist approach to issues that confront international business organizations in the Philippines and in providing assistance to foreign companies with cross border transactions and inbound investment in completing all its legal requirements to set up shop in the country.

Christina has close to a decade of professional practice in corporate law and direct foreign investment, with extensive experience relating to mergers and acquisitions. Her practice likewise includes taxation law, labor law, civil law, criminal law, securities regulation law, and public and private procurement.

Christina’s practice extends to various projects including the following:

• acted and successfully represented as counsel a leading online gaming and digital entertainment company for claims against once of the largest commercial banks in the Philippines
• experience in advising clients in mergers and acquisitions, legal due diligence and corporate structures in sectors of advertising, retail, healthcare, food manufacturing and food service, animal health products, business process outsourcing (BPO), real estate. Expertise extends to laws and regulations relating to doing business in the Philippines.
• advising an international financial planning and wealth management company on corporate transactional and regulatory matters in the Philippines, particularly dealing with the Philippine Insurance Commission
• with experience in handling both local and foreign IPOs and ICOs, securities regulations law and corporate governance for publicly listed companies
• advising and acting for a Japanese company in the acquisition of advertising companies and advice on corporate structures of Philippine investments
• advising and acting for non-stock, non-profit Foundation with funding from European government entities aimed at promoting science and technology in the Philippines, in relation to regulatory compliance
• with extensive experience in multijurisdictional transactions, particularly mergers and acquisition, corporate restructuring and corporate compliance
• with extensive experience in conducting multijurisdictional due diligence for multinational clients
• advising and acting for a German telecommunications and infrastructure company and its Philippine subsidiary in in compliance with laws and corporate governance
• advising and acting for an Indonesian cafe restaurant chain that specializes in donuts and coffee in relation to franchising in the Philippines from negotiations to registration of the agreements

Yvonne Liu is an equity partner with Tsar & Tsai Law Firm. She has more than 20 years’ practicing experience specializing in cross-border M&As, capital market, private equity and venture capital investments, joint ventures, financing and investment structure and advisory.

Yvonne advises global and regional multinational companies, private equity funds, venture capitals and foreign investors on complex public and private M&As, tender offers and direct investments in Taiwan and the corporate matters in a wide range of sectors, including high-tech, fintech, e-commerce, e-payment, bio-tech and health care, manufacturing, and renewable energy.

Yvonne’s expertise in corporate, M&A and capital market has been featured and made her elected as independent directors of several listing companies. In addition, she has been appointed by Taiwan Academia Sinica as a member of its entrepreneurial advisory board.

In addition, Yvonne’s professional experience provides clients with creative and practical shareholding/investment structuring and debt restructuring, and provides commercial and solution-oriented advice to assist clients resolving shareholding and commercial disputes.

Education

• LLM, Northwestern University, USA
• LLB, National Taiwan University, Taiwan

Experience

• Director of The Taiwan Cement Corporation
• Independent director of Jarllytec Co., Ltd.
• Independent director of MetaEdge Corporation
• Committee member of R&D Result Management Board of Taiwan Academia Sinica
• Committee member of Entrepreneurial Advisory Board of Taiwan Academia Sinica
• Director of National Taiwan University Alumni Association
• Chair of Legal Advisory Board of EMBA Alumni Association of National Taiwan University
• Supervisor of Taiwan Alumni Association of Northwestern University, USA

Jorge Yanez focuses on mergers & acquisitions, general corporate and commercial law, international trade, real estate, environment and natural resources, entertainment, and immigration/nationality.

Mr. Yanez interned and worked as an associate with Barrera, Siqueiros y Torres Landa, S.C. (now Hogan Lovells) from 1988 to 1992. In 1992 Mr. Yáñez enrolled in the LL.M. Program of Columbia University in New York City, graduating in 1993. Following this, Mr. Yañez joined a firm in Dallas, Texas as a foreign associate, returning to Barrera Siqueiros in 1994. Mr. Yáñez was introduced to the partnership of Barrera Siqueiros in 2000 and became a Senior Partner with Hogan Lovells, resident in Monterrey (since 2009) and Mexico City, after the combination of .Barrera Siqueiros and Hogan Lovells in 2014. In October 2023, after 35 years of association with the same firm, Mr. Yanez retired from Hogan Lovells to join Ramos, Ripoll & Schuster as a Senior Partner.

Mr. Yanez has advised mainly foreign companies (many of them Fortune 500) in their operations in Mexico in various areas, from the acquisition of companies, establishing joint ventures, start-ups, venture capital investment, international trade and cross border commercial transactions, etc.

Mr. Yanez has been a member of numerous bar and trade associations, currently serving as the Co-Chair of the International M&A Subcommittee of the Mergers & Acquisitions Committee of the American Bar Association.

Practices

• Corporate / M&A
• International Trade and Investment
• Real Estate
• Environment & Natural Resources
• Entertainment
• Immigration & Nationality

Education

• LL.M., Columbia University, 1993
• J.D., Universidad Nacional Autónoma de México, 1992

Awards/Rankings

• Chambers Global
  International Trade / WTO
  Corporate/ M&A
• Chambers Latin America,
  Chambers Global
  Corporate / M&A, 2011-2015
• Legal 500

Takashi Toichi is a Partner at TMI Associates. He obtained a LL.B. from Keio University in 1998, a LL.M. from Columbia Law School as a Harlan Fiske Stone Scholar in 2005 and a MSc. in Finance (Master’s in Finance) from London Business School in 2006, and he is qualified to practice both in Japan and the State of New York. Mr. Toichi specializes in Mergers and Acquisitions and Private Equity, and he has represented a wide range of clients, both business entities and private equity funds in their public and private transactions, including advising international clients on their inbound investments into Japan. In December 2020, Mr. Toichi ranked No. 6 in the M&A section of “Attorneys to Be Selected by Japanese Business Entities”, in research conducted by Nikkei New Paper, and he has been highly ranked in Chambers and Partners and other international lawyers’ media publications for many years. In addition, Mr. Toichi has served as an officer of the Corporate and M&A Law Committee of the International Bar Association (the “IBA”) since 2013 and as the Co-Chair and a Vice-Chair of the International M&A Joint Venture Committee of the American Bar Association’s (“ABA”) International Law Section since 2016.

Education

• London Business School (MSc. in Finance (Master’s in Finance), 2006)
• Columbia Law School (LL.M., 2005) (Harlan Fiske Stone Scholar)
• Legal Training and Research Institute of the Supreme Court of Japan (2000)
• Keio University (LL.B., 1998)

Admission

• Japan (2000)
• New York (2006)

Experience

• TMI Associates (Partner, 2017-Present)
• Anderson Mori & Tomotsune (2000-2017 (Partner, 2008-2017))
• Co-Chair (September 2023-Present)/Vice-Chair (September 2016-August 2023), International M&A Joint Venture Committee, the ABA International Law Section
• Officer, Corporate and M&A Law Committee, International Bar Association (January 2013- Present)
• Adjunct Lecturer, Faculty of Economics, Seikei University (April 2010-March 2012)