Capital markets: foreign firms in South Korea

Cleary Gottlieb Steen & Hamilton

Cleary Gottlieb Steen & Hamilton's excellent capital markets team remains unparalleled in the South Korea marketplace. The group, which is jointly led by Jinduk Han and Yong Guk Lee, recently experienced a sharp rise in debt capital markets instructions. Other core focus areas include equity capital markets, multi-tranche offerings and initial public offerings (IPOs), with the firm most often acting for the issuer. Han and Lee both possess over 25 years of experience in this market. Also recommended are senior attorney Hongki Moon and counsel Jay Hoon Choi; Moon is the name to note for debt capital markets work while Choi often represents both issuers and underwriters in IPOs.

Practice head(s):

Jinduk Han; Yong Guk Lee

Other key lawyers:

Hongki Moon; Jay Hoon Choi

Key clients

The Export-Import Bank of Korea

Kookmin Bank

Korea Development Bank

Korea National Oil Corporation

LG Group Companies

POSCO

Republic of Korea

Samsung Group companies

SK Group companies

Woori Bank

Work highlights

  • Represented LG Chem in a $1.6bn triple tranche green notes offering.
  • Acted as transaction counsel to the underwriters (Credit Suisse and BNP Paribas) in a CFH250m notes offering by Industrial Bank of Korea.
  • Acted as transaction counsel to the underwriters in a $400 million guaranteed notes offering by Minera y Metalúrgica del Boleo.
  • Acted as transaction counsel to the underwriters in a $450m formosa bond offering by Woori Bank.
  • Represented The Korea Development Bank in a dual tranche notes offering.

Linklaters

While Singapore-based partner Hyung Ahn and Hong-Kong-based partner Victor Wan lead the pan-Asian capital markets practice at Linklaters, Seoul-based of counsel Daniel Kwon remains a key contact for Korean clients and handles much of the work on the ground. The team represents underwriters on some of the most prolific and high-profile transactions, and can cover an impressive breadth of work including debt deals, equity deals, covered bonds and transactions governed by both English and New York law. Associate Shawn Yoon worked closely with Kwon on the vast majority of the firm's recent highlights and boasts a burgeoning practice.

Practice head(s):

Hyung Ahn; Victor Wan

Other key lawyers:

Daniel Kwon; Shawn Yoon

Key clients

The Hongkong and Shanghai Banking Corporation Limited

Citibank

JP Morgan

Standard Chartered

Kookmin Bank

Citigroup Global Markets Limited

Bank of America Merrill Lynch

The Korea Development Bank

DBS

BNP Paribas

Work highlights

  • Acted for BNP Paribas, The Bank of New York Mellon, DBS, ING Bank, Sociéte Générale and Standard Chartered Bank on the €500m Social Covered Bonds due 2023 issued by Korea Housing Finance Corporation.
  • Represented Bank of America Merrill Lynch, BNP Paribas, HSBC and Standard Chartered Bank in the issue of US$500m 4.00% Notes due 2023 by POSCO.
  • Advised BNP Paribas, Citigroup, Daiwa Capital Markets, HSBC and Mirae Asset Securities HK in the issue of US$300m 4.125% Senior Bonds due 2021 by Mirae Asset Daewoo.
  • Advised Bank of America Merrill Lynch, BNP Paribas, Goldman Sachs, J.P. Morgan, Mizuho Securities and Standard Chartered Bank on the 144A/Reg S U.S.$500m 3.75% Notes due 2023 by SK Telecom.
  • Advised Mizuho Bank, Sociéte Générale, Citibank, and Standard Chartered Bank in the issue of US$200m Guaranteed Senior Unsecured Sustainability Notes due 2021 by Lotte Property & Development.

Paul Hastings LLP

With a particular experience of equity capital markets, Paul Hastings LLP's practice is led by Dong Chul Kim, who is especially experienced in high-risk transactional work. The group regularly acts for underwriters, bookrunners and placing agents in equity deals, debt deals, block trade sales and Global Depositary Receipt (GDR) offerings. An enviable list of Korean clients including Samsung, Lotte and Hanwha is another defining feature of the practice. Daniel Sae-Chin Kim focuses on both private and public capital markets offerings while senior associate Jinkang Albert Nah boasts experience working on particularly prolific mandates for CJ Logistics and Samsung.

Practice head(s):

Dong Chul Kim

Other key lawyers:

Daniel Sae-Chin Kim; Jinkang Albert Nah

Key clients

Samsung Group

Credit Suisse

Citigroup

Goldman Sachs

HSBC

J.P. Morgan

CJ Group

Morgan Stanley

Nomura

UBS

Lotte Group

Hanwha Group

Doosan Group

Work highlights

  • Represented the underwriters in the US$1bn GDR offering by Kakao, a leading mobile platform and Internet portal operator in Korea.
  • Represented the joint bookrunners (Citigroup, Credit Suisse and Morgan Stanley) in the US$833m block trade of shares of Samsung C&T sold by Samsung Electro-Mechanics and Samsung Fire & Marine Insurance.
  • Represented the placing agents (Goldman Sachs and J.P. Morgan) in the KRW1.3tn (US$1.2bn) block trade of shares of Samsung Electronics by Samsung Life Insurance and Samsung Fire & Marine Insurance.
  • Represented J.P.Morgan as dealer manager in the conversion offer for US$150m convertible bonds of GS Engineering & Construction.
  • Represented Citigroup and Credit Suisse as placing agents in the US$800m block trade of shares of Celltrion sold by Ion Investments.

Simpson Thacher & Bartlett LLP

Simpson Thacher & Bartlett LLP closed its Seoul office at the tail end of 2018, the first global firm to extricate itself from South Korea since the legal market was opened in 2012. In preparation of the move, the firm relocated its Korea practice to Hong Kong, where it is led by Jin Hyuk Park, a partner in the corporate department. Among his team's standout highlights was its representation, as sole international counsel, of Citigroup Global Markets Inc., Crédit Agricole Corporate and Investment Bank and Merrill Lynch International, as dealers, in connection with the update of the $3bn Global Medium Term Note programme of Korea Electric Power Corporation.

Practice head(s):

Jin Hyuk Park

Work highlights

  • Shinhan Bank’s US$400m Tier II Subordinated Notes Offering.
  • Korea Expressway Corporation’s US$3.5bn GMTN Program Update and US$300m Notes Offering.
  • Shinhan Financial Group’s Establishment of Its US$5bn Global Medium Term Notes Program and US$500m Tier I Subordinated Notes Offering Thereunder.
  • Hanwha Life Insurance’s US$1bn Subordinated Capital Securities Offering.
  • Korea Electric Power Corporation’s US$3bn GMTN Programme Update and US$500m Green Bond Senior Notes Offering.

Allen & Overy LLP Foreign Legal Consultant Office

At Allen & Overy LLP Foreign Legal Consultant Office, Hong Kong-based partner John Lee heads up the Korean capital markets offering. Lee boasts extensive experience in advising Korean clients on a wide range of capital markets transactions including, among others, corporate hybrid securities, bank regulatory capital securities and investment-grade and high-yield bonds. The group saw a sharp increase in the number of instructions for private placement issuance for Korean clients. Also based in Hong Kong, New York-qualified associate Julie Song has assisted a number of major Korean issuers including Shinhan Bank, Woori Bank and The Korea Development Bank.

Practice head(s):

John Lee

Other key lawyers:

Julie Song

Key clients

KEXIM

K-sure

Korean Reinsurance Company

Woori Bank

Busan Bank

HSBC

J.P. Morgan

KB Kookmin Bank

Korea Development Bank

Samsung

Shinhan Asia

Mitsubishi UFJ Securities (HK) Holdings, Limited

Work highlights

  • Advised Shinhan Asia Limited as the lead manager in connection with PT Global Mediacom TBK’s US$40m guaranteed floating rate notes due 2020 guaranteed by Shinhan Bank.  
  • Advised Mitsubishi UFJ Securities as the lead arranger on the establishment of NongHyup Bank’s US$5bn Global Certificate of Deposit (CD) Programme.
  • Advised on the update of Kookmin Bank’s Certificate of Deposit (CD) Programme and Euro Commercial Paper Programme.
  • Advised Mitsubishi UFJ Securities as the lead arranger on the establishment of Shinhan Bank’s US$5bn Global Certificate of Deposit (CD) Programme.
  • Advised Standard Chartered Bank as the lead manager in connection with the update of Busan Bank’s US$2bn global MTN programme and the subsequent issuance of CNY500 million 4.85% dim sum bonds due 2021 under the programme.

Ashurst

Peter Kwon and Christopher Whiteley together head up the six partner strong securities and derivatives practice group at Ashurst. The team is regularly instructed on debt capital markets, derivatives and structured finance matters; the latter is an area of special expertise for the firm. A strategic focus on the Asian covered bonds market is a cornerstone of the practice, which has a varied client roster including a number of financial institutions and banks. Nigel Pridmore is the name to note for debt capital markets issues.

Practice head(s):

Peter Kwon; Christopher Whiteley

Other key lawyers:

Nigel Pridmore

Key clients

BNP Paribas

Hana Asset Management

Landesbank Baden-Württemberg

Tiger Asset Management Investment Advisory Co., Ltd. (for Korea Teachers’ Credit Union)

Work highlights

  • Advised Hana Asset Management in relation to the issuance of  $80m debt to Madrid Holdings.
  • Advised Tiger AM on its $75m debt investment to Adventure Holdings B.V. The Dutch company held 51% shares in PT Nirvana Wastu Pratama, an Indonesian company which owns and develops various Indonesian retail properties.
  • Advised Tiger AM on its $75m equity investment to NWP.

Clifford Chance LLP

Following the departure of the former Seoul office head Hyun Kim in March 2019, Clifford Chance LLP's capital markets department is now led by Hong Kong-based partner Richard Lee. Lee works with a pool of 28 non-partner practitioners across the firm's broader pan-Asian offering to deliver services to a varied client base comprised of Korean banks, international investment banks and corporations and public entities based in Korea. The firm has a robust track record of handling mandates involving creative hybrid structures across spanning debt and equity capital markets. Some core areas of focus include debt issuance programmes, high-yield bonds, public security offerings and private placements.

Practice head(s):

Richard Lee

Key clients

Hanwha Life Insurance Co., Ltd.

Hyundai Capital Services Inc.

Bank of America Merrill Lynch International Limited

The Hongkong and Shanghai Banking Corporation Limited

Credit Agricole

JP Morgan Securities (Far East) Limited, Seoul

Standard Chartered Bank

Korea Water Resources Corporation

Citigroup Global Markets Asia Limited

Kyobo Life Insurance Co., Ltd.

Work highlights

  • Advised on the issuance of US$1 billion 4.7% subordinated capital securities by Hanwha Life Insurance. Assisted the Issuer in light of new capital requirements under IFRS17.
  • Advised Citigroup Global Markets Asia Limited as international counsel in connection with Korean Air Lines’ High Yield Bond offering.
  • Advised CLSA Securities Korea and the dealers as international transaction counsel in connection with K-Water’s Euro Medium Term Note Programme update and water bond drawdown.
  • Advised Citigroup Global Markets Asia as dealers as international transaction counsel in connection with Suhyup Bank’s 2018 Euro Medium Term Note Programme update and drawdown listed on the SGX-ST.
  • Advised UBS AG and the dealers in connection with K-Water CHF Global Medium Term Note Programme.