Corporate and M&A: local firms in South Korea

Bae, Kim & Lee LLC

Bae, Kim & Lee LLC serves a sizeable base of Korean and foreign multinational companies, as well as financial institutions and domestic and international private equity funds. Jointly led by Dong Woo Seo and Sky Yang, the group acts as a first port of call for many entities in their most strategically significant corporate and commercial transactions. In 2018, Joonki YiYong Quan ChiSungmin Cho and Soobin Kim assisted China-based client Doublestar Group with acquiring a 45% interest in Kumho Tire for circa $605m; this transaction was the first-ever in Korea where control of the target company was transferred from its creditors to a strategic investor without involving a sale of any existing shares. Another highlight saw Yang, Mi Eun Roh and Seung Il Hong act for Shinhan Financial Group on the KRW2.3bn acquisition of Orange Life (formerly ING Life Insurance) from MBK Partners; this was the largest deal in 2018. In a recent development, Soobin KimHyo Jun AnChoonjae WeeYoon Y. HuhDavid Soohyun Joo and Michael Suh made partner.  Ri Bong HanByoung-Ki Lee and Mok H. Kim are among other key figures in the group.

Practice head(s):

Dong Woo Seo; Sky Yang

Other key lawyers:

Ri Bong Han; Joonki Yi; Byoung Ki Lee; Sun Jo Yun; Mok H. Kim; Minwoon Yang; Han Kang; Mi Eun Roh; Oh Ryung Lee; Sungmin Cho; Ho Kyung Chang;

Testimonials

Proactive, commercially-minded and client-oriented

Key clients

Samsung Electronics Co., Ltd.

SK Corp.

LG Display

Hyundai Motor Company

CJ CGV

GS Energy

Kakao

Naver

SM Entertainment Co., Ltd.

Affinity Equity Partners

Work highlights

  • The firm advised Korea-based private equity firm H&Q Korea Partners on its KRW500bn subscription of Redeemable Convertible Preference Shares (representing an approximately 18.2% equity interest) issued by Eleven Street Co., Ltd.
  • The firm acted for DGB Financial Group on its KRW450bn acquisition of a controlling stake in HI Investment & Securities from Hyundai Mipo Dockyard, becoming its largest shareholder.
  • The firm acted for Affinity Equity Partners on its acquisition of Serveone from S&I Corporation for circa $534m.
  • The firm advised Fubon Life, an affiliate of Fubon Financial Holding, on its investment in Hyundai Life for KRW233.6bn
  • The firm acted for STX Offshore & Shipbuilding, a company under court receivership, on the sale of its controlling stake in STX France for circa €80m.

Kim & Chang

Kyung Taek Jung leads Kim & Chang's first-rate corporate and M&A team, which distinguishes itself in headline deals at the premium end of the market. Equally highly regarded by Korean and international clients, its recent work included Yun Goo KwonYunbak ChungYoungjin Jung and others advising Hyundai Heavy Industries on its circa KRW2.09tn takeover bid for Daewoo Shipbuilding & Marine Engineering Co., Ltd. Also notable is that, in 2018, a group led by Sookyung Lee and Byung Min Choi acted for a consortium comprising of Macquarie Korea Opportunities Management and SK Telecom on its $2.64bn acquisition of ADT Caps from Carlyle Group. Jong-Koo Park has a track record in market-shaping M&A and private equity transactions which date back to the late 1990s. Young Man HuhBo Yong AhnYoung Jay RoJoon KimJong Hyun Park and Teo Kim are among many other standout names in the team.

Practice head(s):

Kyung Taek Jung

Other key lawyers:

Jong-Koo Park; Young Man Huh; Bo Yong Ahn; Jong Hyun Park; Shin Kwon Lim; Gene-Oh Kim; Sang Hyuk Park; Joon Kim; Hyoung Soo Kwon; Yun Goo Kwon; Sun Yul Lee; Jae Myung Kim; Young Min Lee; Lee Soo-kyung; Yunbak Chung; Wan Suk Kim; Yoon Kyung Chang; Heejun Choi; Byung Min Choi; Chang Sup Kwon; Teo Kim

Key clients

SK Hynix

Hyundai Heavy Industries, Co., Ltd

Macquarie Korea Opportunities Management

SK Telecom Co., Ltd

MBK Partners

Hahn & Company

Hanon System

CJ ENM CO., Ltd

Affinity Equity Partners Pte Ltd

MSPE (Morgan Stanley Private Equity)

Glenwood Private Equity

Work highlights

  • The firm acted as the Korean legal counsel to SK Hynix, as one of the main financial investors of the consortium led by Bain Capital, on the consortium’s acquisition of Toshiba Memory Corporation from Toshiba Corporation.
  • The firm acted for MBK Partners on the $2.04bn private sale of Orange Life Insurance to Shinhan.
  • The firm acted for MBK Partners on the $1.42bn sale of a 22.17% stake in Coway to Woonjin.
  • The firm acted for Hahn & Company on its $1.33bn acquisition of SK Shipping.
  • The firm acted for Hanon System on the $1.23bn acquisition of Magna International’s fluid pressure & controls business.

Lee & Ko

Lee & Ko's M&A practice has been a pillar of the firm's work since the firm's inception in 1977. Hyun Tae KimSang Gon Kim and Hyeong Gun Lee jointly lead the team, whose outstanding deal execution capabilities make it a strong choice for Korean and cross-border transactions. Its extensive experience spans a multitude of industries, such as construction, financial services, healthcare and pharmaceuticals, energy, logistics and technology, among various others. In 2018, Sang Gon KimHo Joon MoonKi Wook Kang and Seung Hwan Lee were among the advisers to The Carlyle Group on the sale of ADT Caps to to SK Telecom and Macquarie Infrastructure and Real Assets. In another highlight, Sang Gon KimJang Hyuk YeoSung Min Kim and others acted for  LG Electronics and LG Corporation on their acquisition of ZKW Holding GmbH (an Austria-based automotive lighting and headlight systems provider) for $1.25bn. Yong Joon YoonEdward Kim and Kyungchun Kim are also notable individuals. Chee Kwan Kim joined from Clifford Chance.

Practice head(s):

Hyun Tae Kim; Sang Gon Kim; Hyeong Gun Lee

Testimonials

The team always does its best. Feedback is very accurate and timely

Jang Hyuk Yeo always delivers satisfactory results. He has expertise in American law and Korean law

Key clients

Samsung Electronics Co., Ltd.

Goldman Sachs Group, Inc.

Carlyle Group

eBay Inc.

Macquarie Group

LG Electronics Inc.

Korean Air

Lotte Group

SK Telecom Co., Ltd.

Korea Development Bank

IMM Private Equity

CJ E&M

Shinsegae Group

LG Household & Health Care

NHN Corporation

Netmarble Games

MBK Partners

Shinhan Financial Group

Work highlights

  • The firm acted for MBK Partners Private Equity Fund on the KRW1.38tn acquisition of Lotte Card.
  • The firm acted for Lotte Shopping on the sale of Lotte Mart’s Chinese subsidiaries to two Chinese retail companies for circa $457.3m.
  • The firm advised SK Broadband on its KRW1.06tn merger with T-Broad.
  • The firm advised SK Shipping on the $1.3bn issuance of new shares to Hahn & Co.
  • The firm advised Biogen Therapeutics on its circa $671m acquisition of shares in Samsung BioEpis.

Shin & Kim

Shin & Kim advises a sizeable number of Korea's largest companies on headline outbound investments, particularly in markets where they do business most actively, such as China and Vietnam. It also acts for private equity houses and foreign multinational companies on inbound matters in Korea. In a key development for the practice, in 2018, the firm opened an office in the Pangyo Techno Valley, putting it on a strong footing to attract work from start-ups and conglomerates focusing on information technology, biotech, cultural technology and fusion technologies. In 2018, Jiwon Kang and Tong-Gun Lee were among the advisers to Korea Development Bank on its investment and debt-to-equity swap of approximately $4.5bn into GM Korea. In a more recent deal, Lee, Kang and Myong-Hyon (Brandon) Ryu assisted CJ Group with its $1.83bn acquisition of Schwan's Company; this was the largest M&A transaction by the client to date. Jae Young Chang specialises in M&A transactions involving companies in the manufacturing sector and the online/e-commerce sector. Other notable individuals include Chris Chang-Hyun SongJae Woo ImJoon Hyug ChungStephanie H. KimChaewon Kang and Hae Sung JeongJung Eun Choi and Hye Jeong Lee recently made partner.

Practice head(s):

Jae Woo Im; Chris Chang-Hyun Song; Tong-Gun Lee

Testimonials

Their legal expertise and in-depth market knowledge, combined with their extensive network, were key for the success of the transaction. Joon Hyug Chung and Stephanie Kim led the team excellently and always mastered the documentation

Tong-Gun Lee is very good at identifying issues and framing his client’s arguments/grounds, but more importantly, he rocks at the negotiation table – very effective at getting things done in favour of his client’s interest

Key clients

Novelis

Sequoia Capital

CJ Group

Orix Corporation

Hahn & Co

SK Group

IMM Private Equity

Korea Development Bank

SJL Partners

Mirae Asset Global Investments

General Electric Company

Kakao Corporation

Lotte Group

The Linde Group

IMM Investment

Danone

GIC

Dongbu Group

Work highlights

  • The firm is assisting SJL Partners, KCC Corporation and Wonik QnC Corporation with the $3.1bn acquisition of Momentive.
  • The firm acted for CJ O Shopping on its $3.2bn acquisition of CJ E&M by way of statutory merger.
  • The firm advised Kakao Corporation on its $518m acquisition of Kakao M Corp by way of statutory merger.
  • The firm assisted SK E&S with the sale of its 49% stake in Paju Energy Services to to Gen Plus B.V. (a wholly owned subsidiary of Electricity Generating Plc of Thailand (EGCO).
  • The firm acted for Woongjin Group on its acquisition of issued and outstanding shares of Coway Co., Ltd from MBK Partners.

Yulchon

Although Yulchon has a historical reputation undertaking corporate and M&A work for Korean companies, it also demonstrates strong capabilities advising foreign multinational corporates on inbound investment transactions, as was illustrated in 2018 when Tehyok Daniel YiHyun Chul Cho and Joon Hyung Kim led the advice to L'Oréal on its acquisition of Korean cosmetics and fashion company Nanda. Work for domestic and international private equity funds is another mainstay of the practice; Chung-In Anthony ChoiJae Hyun Park and Myung Jae Lee were among the advisers to KKR on a strategic partnership with Shinhan Financial Group to seek investment opportunities abroad. Young Su Shin is experienced in M&A between financial institutions. Elsewhere, the team provides support on ancillary matters, such as antitrust and regulatory issues, corporate governance and licensing. Seungyul Shawn Yum is recommended.

Practice head(s):

Hee Woong Yoon; Doil Son; Young Su Shin; Sung Wook Eun

Other key lawyers:

Ki Young Kim; Jae Hyun Park; Jin Kook Lee; Tehyok Daniel Yi; Chung-In Anthony Choi; Gun Kim; Nina Kim; Hyun Chul Cho; Joon Hyung Kim; Hyung Ki Lee; Myung Jae Lee; Seungyul Shawn Yum

Key clients

L’Oréal Group

Kohlberg Kravis Roberts & Co. L.P.

Hands Corporation

Woongjin Group

Hanwha Advanced Materials Co., Ltd. and Hanwha Q SELLS Co., Ltd.

Hyundai Department Store Co., Ltd.

Hyundai Mobis, Hyundai Commercial and Hyundai Life

Stic Investments Inc.

Shinsegae Co., Ltd.

KB Kookmin Bank

Dominus Investment Co., Ltd.

Lotte Confectionary Co., Ltd.

Mirae Asset Life Insurance Co., Ltd.

LB Private Equity

SV Investment

Neoplux

Industrial Bank of Korea

Work highlights

  • The firm acted for Woongjin-Stic Investment Consortium on its circa $1.5bn investment in Coway Co., Ltd. from a special purpose vehicle operated by MBK Partners.
  • The firm acted for Hanwha Advanced Materials Co., Ltd. and Hanwha Q SELLS Co., Ltd. on a circa $486.6m merger.
  • The firm acted for Hyundai Department Store Co., Ltd. on its acquisition of Hanhwa L&C Corporation from Morgan Stanley Private Equity for circa $328.4m.
  • The firm advised Hyundai Life and its existing shareholders, Hyundai Mobis and Hyundai Commercial, on the $267.7m acquisition of new shares of Hyundai Life by Fubon Life Insurance, Taiwan’s largest insurance company.
  • The firm advised KB Kookmin Bank on its circa $98m acquisition of a 22% stake in PT Bank Bukopin Tbk, a Jakarta Stock Exchange-listed Indonesian bank, which specialises in providing retail banking services for individuals and small and medium-sized enterprises through 322 branches across Indonesia.

Jipyong

Jipyong's practice is led by Cheol Jeong, who undertakes domestic and cross-border transactions for clients in sectors such as manufacturing, hospitality and energy and infrastructure. In a recent highlight, Jeong assisted Young In Scientific and four other shareholders in the KRW40.7m sale of shares in Young In Frontier (a KOSDAQ listed company) to R2Summit and three other entities. Another key practitioner is Min Shin, who recently led the advice to Dongbu Steel and its creditors on the KRW360m sale of new shares to KG Steel and Cactus PE. Hee Suk Chai's recent work has seen him act for the Shinhan Venture Capital Fund (a new technology venture capital fund managed by Shinhan Investment Corporation) and Premier Partners, among others. Hye Jung Ryu specialises in corporate matters with a nexus to sectors such as energy and construction. Tae Hyun Lee is also recommended.

Practice head(s):

Cheol Jeong

Key clients

Dongbu Steel

SEOULEAGUER

Young In Scientific

Smilegate Megaport

Stick Pan-Asia 4th Industrial Revolution Growth PEF

MOORIM SP etc

SK Innovation

SK South Asia Investment Pte. Ltd

Existing shareholders of NDFOS

Socius-Well to Sea Investment Consortium

SK

Hanwha Engineering & Construction Corporation

A new technology venture capital fund managed by Shinhan Investment Corporation

Hyosung Chemical

AIXTRON SE

Work highlights

  • The firm advised LOOKOptics, CEO Huh Myung Hyo and Seouleaguer on the KRW16.7bn purchase of shares from Neoplux.
  • The firm advised Smilegate Megaport on the purchase of shares from the shareholders of Super Creative, which is a game maker.
  • The firm advised private equity fund Stick Pan-Asia 4th Industrial Revolution Growth on the $10m acquisition of new shares issued by Newberry Global Limited, which is a Hong Kong-based corporation.
  • The firm assisted SK South Asia Investment Pte. Ltd with a $238m investment in Masan Group, which is a listed company in Vietnam.
  • The firm advised Socius-Well to Sea Investment Consortium on the KRW82.2bn acquisition of Doosan Engine Co., Ltd.

KL Partners

Although KL Partners is a relatively new firm (having been established in 2015), it has already established an excellent reputation among many of the largest and most active domestic and international private equity firms; clients include KKR, Baring Private Equity and IMM. It also has a strong client following among corporates. In addition to winning work in its own right, the firm generates a significant amount of referral work from foreign law firms. In 2018, practice head Seong Hoon (Sean) Yi was the lead adviser to KTB Private Equity (KTB) on the circa $230m sale of shares in Junjin Heavy Industry Co. Ltd. to Well To Sea Investment and Motrex. In another highly-publicised transaction, Eun Nyung (Ian) Lee and others assisted Shangdong Ruyi Group with acquiring Lycra companies from Koch Industries for over $2bn. The team has been strengthened recently by the arrivals of Seonho Kim and Young Suk Park from SEUM Law and Atinum Partners respectively. Other practitioners in the group are Jisun HwangDoo-Ri Jeong and In Sung KimTim Kim has left to help establish Kim & Partners.

Practice head(s):

Seong Hoon (Sean) Yi

Other key lawyers:

Eun Nyung (Ian) Lee; Seonho Kim; Young Suk Park; Jisun Hwang; Doo-Ri Jeong; In Sung Kim

Key clients

Kumho-Asiana Group

Kohlberg Kravis Roberts & Co. L.P. (KKR)

Starbucks

H & M

NBC Universal Group

Elliot Funds

KTB Private Equity

Wework

Migros Group / Mibelle

Ontario Teachers’ Pension Plan

Shangdong Ruyi Group

Mason Capital

Work highlights

  • Acted for KKR on its US$430m acquisition of Hyperion.
  • Advised Eugene Private Equity on its US$70m sale of a 90% stake in Korea Asset Pricing Corporation to another fund managed by Cactus Private Equity.
  • Acted for Naver Corporation on the merger of Naver Webtoon Corp. and NStore Corp., which are affiliated companies within the Naver Corporation corporate group.
  • Acted for Dongil on its US$89m acquisition of Hanwha’s auto parts business, following a spin-off of Hanwha.

Yoon & Yang LLC

Yoon & Yang LLC's corporate team has a strong profile among Korean and international clients, for whom it undertakes a mix of outbound and inbound corporate and private equity transactions. Its sector experience spans areas such as healthcare (including pharmaceuticals, biotechnology and food), manufacturing, construction and financial services. A recent highlight involved Young Ho KangSang Man Kim and Hyeong Joon Choi assisting Taiwanese conglomerate Uni-President with acquiring Woongjin Foods from Hahn & Company for circa $231m. In 2018, team head Sung-Jin KimKa Young Kim and Choi acted for glass manufacturer Daeho Technology on its circa $356.8m takeover by Korean private equity house ACE Equity Partners. Jung Hwan Lee and Myung Ok Lee are other notable individuals, as is recently promoted partner Jae Ryun Cho.

Practice head(s):

Sung-Jin Kim

Testimonials

The team always tries to look at things from the client’s perspective

It always comes up with detailed solutions earlier than expected

 

Key clients

Hyundai Motor Group

Hyundai Group

CJ Group

Hanhwa Group

DB Group

Cha Medical Group

Shinhan Group

Daishin Securities

Shinsegae Group Emart

Uni-President Enterprises Corporation