Japanese Legal Firms Assist NTT in $16.4 Billion Acquisition of NTT Data Group
In the bustling world of corporate acquisitions, Japan is making a strong comeback, leading Asia's mergers and acquisitions (M&A) rebound in 2025. With a staggering $232 billion in deals in the first half of the year, Japan's M&A landscape is experiencing a vibrant period, marked by significant deals and a growing role for private equity firms.
One of the most notable transactions in Japan this year is the ¥2.37 trillion ($16.4 billion) acquisition of NTT's subsidiary, NTT Data Group, by its parent company, Nippon Telegraph and Telephone (NTT). This deal, though not providing specific details, aligns with the broader trend of companies taking listed subsidiaries private.
Mori Hamada & Matsumoto advised NTT on this significant transaction, which marks the second largest takeover bid that the firm has represented NTT on. The Nishimura & Asahi team served as legal counsel for the special committee involved in the transaction, while Nagashima Ohno & Tsunematsu and Nakamura Tsunoda & Matsumoto represented NTT Data Group.
NTT currently owns 57.7 percent of NTT Data, and the company plans to launch a tender offer for NTT Data at ¥4,000 per share, representing a 34 percent premium from Wednesday's closing price. NTT Data, an information technology services provider, has a market capitalisation of $29.5 billion.
The surge in M&A activity in Japan is driven by several key factors. The Tokyo Stock Exchange is pushing companies to improve governance, leading to better capital allocation and increased share buybacks. This has contributed to a positive outlook for Japanese businesses. Private equity firms like Bain Capital are also actively involved in Japan's buyout space, with notable deals such as the $5.4 billion carve-out of York Holdings from Seven & I Holdings.
Other significant deals include a $34.6 billion buyout by Toyota group companies and SoftBank Group's participation in a $40 billion fundraising round for OpenAI. Despite the strong deal momentum, uncertainty in the global economy has led to valuation gaps between buyers and sellers, causing some deals to fail. Nonetheless, investment appetite in Japan remains high.
As the year progresses, deal activity is expected to continue rising, driven by external pressures such as TSE reforms and the increasing acceptance of private equity by corporate management. However, the specifics of NTT's acquisitions of NTT Data Group and NTT Docomo, which NTT took private in a $40 billion deal in 2020, were not detailed in the available information. The Nagashima Ohno & Tsunematsu team representing NTT Data Group was led by partner Soichiro Uno, while the Nishimura & Asahi team acting as legal counsel to the special committee established by NTT Data Group was led by partners Takefumi Sato and Akihisa Yamamoto. The Mori Hamada & Matsumoto team advising NTT was led by partners Minoru Sawaguchi and Akira Matsushita.
- The vibrant M&A landscape in Japan, marked by significant deals, is not only attracting domestic companies like NTT but also active participation from private equity firms such as Bain Capital and SoftBank Group.
- The finance industry, specifically private equity firms, is playing a crucial role in Japan's business sector, with high investment appetite driving the M&A rebound and contributing to the growth of industries like information technology services, as demonstrated by NTT's $16.4 billion acquisition of NTT Data Group.
