Nicholas C. Cavallo

Mr. Cavallo’s experience includes representing: 

Mergers, Acquisitions, and Strategic Alliances

• Nissan Motor Co., Ltd. on its ¥120 billion repurchase of shares from Renault S.A. that were being held in trust by Natixis S.A. in connection with the parties’ rebalanced and restructured alliance
• Nissan Motor Co., Ltd., a leading Japanese automotive group listed on the Tokyo Stock Exchange, on its negotiation and execution of a binding framework agreement with Renault Group and subsequent definitive agreements in connection with Nissan’s proposed investment in Ampere, Renault Group’s new EV and software entity in Europe, and the rebalancing and restructuring of the parties’ alliance
• Faria Education Group, a leading provider of international education systems and services for learning, admissions, school-to-home, online courses, and study services, in its sale to funds managed by TA Associates
• The Carlyle Group in relation to US securities law matters in connection with the tender offer for shares of Iwasaki Electric Co., Ltd. as part of a management buyout
• Kioxia Corporation, a leading global supplier of flash memory and solid state drives, on Western Digital Corporation’s investment in Y7, Kioxia’s newest NAND flash memory fabrication facility in Yokkaichi, Japan
• Z Holdings Corporation in connection with the tender offer, sale, and exchange involving its publicly traded subsidiary, eBOOK Initiative Japan, a Japan-based company engaged in the creation and distribution of eBooks
• Terumo Corporation in its US$1.12 billion all-cash purchase of certain businesses of Abbott Laboratories and St. Jude Medical, Inc. in connection with obtaining antitrust clearances for Abbott’s acquisition of St. Jude*
• Obayashi Corporation in connection with its US$221 million cash tender offer for shares of Obayashi Road Corporation*
• A consortium of buyers, including Apax Partners LLP and Warburg Pincus LLC, with respect to their leveraged buyout of Inmarsat plc*
• Nippon Steel & Sumitomo Metal Corporation in its share exchange and Form F-4 registration in connection with converting Nisshin Steel Co., Ltd., one of its subsidiaries listed on the Tokyo Stock Exchange, into a wholly owned subsidiary*

Capital Markets

• SoftBank Corp. in its US$23.6 billion global IPO (which was the largest IPO in the history of Japan and the second largest global IPO ever at the time)*
• Bristol-Myers Squibb Company with respect to the financing of its proposed acquisition of Celgene Corporation for approximately US$74 billion*
• Japan Post Holdings Co., Ltd. and the Minister of Finance of Japan in a US$11.6 billion follow-on global equity offering*
• SoftBank Group Corp. in a US$6 billion multi-tranche offering of senior notes*
• Underwriters in multiple global equity offerings of Renesas Electronics Corporation with a total combined value of over US$5.5 billion*
• The issuer and selling shareholder in the US$1 billion IPO of Chewy, Inc.*
• Multiple Japanese REITs in connection with global equity offerings*
• Multiple SPACs in connection with their IPOs*

Other Corporate Matters

• Bristol-Myers Squibb Company, Chewy, Inc., Enbridge Inc., Honda Motor Co., Ltd., Kyocera Corporation, Nomura Holdings, Inc., NTT DOCOMO, INC., Phibro Animal Health Corporation, Tenet Healthcare Corporation, Teva Pharmaceutical Industries Ltd., Townsquare Media, Inc., TripAdvisor, Inc., Wynn Resorts, Limited, and numerous other multinational companies in connection with corporate governance and reporting matters*
• Several major Japanese banks in connection with matters relating to the Bank Holding Company Act of 1956*

Internal Investigations & Litigation

• A multinational financial group in conducting an internal investigation regarding alleged misconduct by a senior executive
• A manufacturer of leading-edge analytical and measuring instruments in conducting an internal investigation regarding alleged misconduct at one of its foreign subsidiaries
• A leading international software company that develops cloud computing solutions for enterprise operations in conducting an internal investigation concerning alleged accounting fraud at its Japan operations
• A leading international investment bank in conducting an internal investigation concerning alleged misconduct at its Japan operations
• A multinational financial services company in connection with shareholder derivative lawsuits relating to alleged violations of consumer protection laws*

*Matter handled prior to joining Latham