Tomohiro Terada

Tomohiro Terada, the Associate of Allen&Overy Tokyo, concentrates his practice on cross-border M&A, especially Japan out-bound strategic M&A transactions for Japanese corporations and foreign direct investment into Japan by non-Japanese companies.

He has extensive experience advising Japanese companies on the corporate, regulatory, employment, commercial, and tax aspects of cross-border outbound transactions.

He has worked across a number of industries on Japanese and complex cross-border deals, with particular focus on the automotive sector, semi-conductor sector, and human resource sector, advising companies in relation to licensing and distribution agreements, and regulatory issues.


His practice areas vary from M&A to the dispute resolution, anti-trust, and taxation.
Representative Experiences

– Out-bound M&A

Represented Japan-based Outsourcing Inc. on its EUR 100mn acquisition of a staffing service company in Germany;

Represented Japan-based system provider (listed on Tokyo Stock Exchange) in its equity and debt investment into a software provider in the UK and on its distributorship/licence agreement with that company;

Represented Japan-based system provider (listed on Tokyo Stock Exchange) in its acquisition of entire equity stake in the company in Spain; and

Represented Japan-based semi-conductor cleansing company and Innovation Network Corporation of Japan in its attempted acquisition of the semi-conductor manufacturing company in the U.S.

– In-bound M&A

Represented Netherland based multinational human resource company on its JPY 10bn acquisition of a staffing service company in Japan;

Represented Swiss based auto-parts multinational maker (adhesives) on its JPY 35bn acquisition of a certain auto parts adhesive business from one of the major auto-parts suppliers (2021)

With respect to the regulatory issues, represented world largest private equity fund in its acquisition of entire equity stake in the pharmaceutical company, gaming company, real estate company, and in its acquisition of real estate in Japan; and

Represented two major shareholders in the US fabric company in its corporate inversion transaction where the subsidiary in Japan (listed on Tokyo Stock Exchange) takes 100% equity stake in the parent company in the US and the two major shareholders acquire the preferred shares in the former subsidiary in Japan.

– Restructuring

Represented German based auto-parts multinational maker on its internal reorganization in Japan.

– Other notable experiences

Represented the auto-parts maker in Japan for the cartel investigation led by the US-DOJ;

Represented the semi-conductor maker in Japan for the cartel investigation led by the US-DOJ;

Represented the steel manufacture in Japan for fraudulent of product qualities led by the US-DOJ;

Provided tax advices for a private cryptocurrency broker headquartered in Czech Republic for its international wire transfer transaction.