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Lee & Ko represented CJ ENM and TVING in the Korea Fair Trade Commission’s (“KFTC”) merger review of a transaction which CJ ENM sought to acquire control of Wavve by having its executives hold concurrent positions at Wavve, based on the premise of a future TVING-Wavve merger. Lee & Ko successfully secured conditional approval with corrective measures that minimize the impact on the business operations of the companies.
In this case, the companies had a high market share in the subscription-based OTT market which is focused on pre-produced content. The KFTC, in line with its precedents in the OTT and media sectors, conservatively defined the relevant market in a manner disadvantageous to the companies. However, Lee & Ko utilized its deep understanding of the media sector and extensive experience in merger cases to persuasively present arguments addressing the KFTC’s concerns regarding the potential anticompetitive effects of the transaction. This resulted in the KFTC concluding that the transaction posed no concerns regarding (i) vertical overlap in the content supply and OTT markets and (ii) conglomerate effects between the OTT market and mobile telecommunications retail market.
Lee & Ko proactively utilized the voluntary commitment procedure, which was recently introduced in 2024, to propose behavioral remedies that addressed the KFTC’s concerns regarding potential anticompetitive effects and minimize business disruptions to the companies. In close coordination with the KFTC, Lee & Ko effectively demonstrated the effectiveness of the remedies and timely secured the KFTC’s approval of the transaction. According to the KFTC, this case is particularly meaningful as it is the first instance where behavioral remedies were imposed utilizing the newly implemented voluntary commitment procedure.