Mergers and Acquisitions

Kim Chang Lee’s M&A practice is exceptionally strong, with some of the best-known partners in the field leading the practice. The firm’s M&A practice consists of experienced attorneys with a diverse background in cross-border mergers and acquisitions, finance, joint ventures and corporate and commercial transactions. Specialized expertise is also available in tax, labor, environmental and other regulatory issues that arise in connection with cross-border M&A transactions.

M&A is increasingly cross-border in nature, with far-reaching financial, regulatory and operational hurdles, and such transactions invariably require expertise in various areas of law, such as finance, competition, tax, labor and dispute resolution. In this regard, companies can depend on our experienced attorneys to investigate potential target companies, devise appropriate combination structures, conduct thorough due diligence investigations and efficiently execute relevant transactions, while keeping statutory and regulatory requirements and the current business environment in mind.

We have a wealth of experience and expertise, evidenced by the types of transactions in which our attorneys have been involved, including share sale, asset sale, business transfers, mergers, spin-offs and hostile takeovers, representing various Korean and foreign companies in mergers and acquisitions of all sizes and structures. We assist clients in reaching their objectives with minimum risks by providing creative and practical solutions in accordance with the changing regulatory landscape and market conditions in Korea. In addition, our ongoing and enduring relationship with leading financial advisers and government regulators ensures that we are able to address efficiently and effectively complex and constantly evolving legal issues, such as those relating to foreign exchange, antitrust and securities.

Joint Ventures and Strategic Alliance

Our attorneys have extensive experience in advising on the creation, operation and termination of joint ventures and strategic alliances. Kim Chang Lee assists clients from the inception of joint ventures through business planning, evaluation and implementation, drawing on our capability in the corporate, antitrust, regulatory, tax and dispute resolution fields. Our joint venture and strategic alliance experience ranges from simple two-party joint ventures to complex cross-border deals and multi-jurisdictional projects involving multi-parties in key industries, such as banking, securities, finance, telecommunications, semiconductor, information technology, on-line computer game, media, and biopharmaceuticals. In serving our diverse range of clients, we have always emphasized first gaining a deep understanding of and insights into the various sectors in which our clients are engaged, which has enhanced our competitiveness and leading status in this practice area.

Our joint venture and strategic alliance practice includes drafting and executing joint venture agreements and strategic alliance agreements, filing various reports pursuant to the Foreign Investment Promotion Act, the Foreign Exchange Transactions Act and the Monopoly Regulation and Fair Trade Act, obtaining relevant licenses and other government approvals for the business to be conducted, preparing articles of incorporation for joint venture companies, advising on remittance of investment funds into Korea, registering joint venture companies with the relevant court registries and the tax office, advising on real estate transactions including lease and purchase, preparing employment agreements, developing internal regulations and compliance programs of joint venture companies, and advising on termination of joint ventures and strategic alliances. Our attorneys also provide post-establishment services, including recapitalization, issuance of equity and debt, additional real estate transactions, and other services relating to licensing, distribution and franchise arrangements. Kim Chang Lee is also active in counseling on the establishment and closure of non-JV subsidiaries, branches and liaison offices and changes to such entities.

• Acquisition and integration of the Korean Coca Cola bottling business by The Coca-Cola Company
• Acquisition of Daesang’s lysine business by BASF Company Ltd.
• Acquisition of a controlling equity interest in Hansol M.com Co., Ltd. by Korea Telecom Corporation
• Acquisition and subsequent sale of a controlling ownership interest in the largest Korean rolled aluminum manufacturer by Alcoa inc
• Acquisition of Powercomm Corporation from KEPCO by Dacom Corporation
• Acquisition of Daewoo Commercial Vehicle Co., Ltd. (now, Tata Daewoo Commercial Vehicle Co.) by Tata Motors Limited
• Acquisition of Orion Electric Co., Ltd. by MatlinPatterson Funds
• Acquisition of Sejong Securities Co., Ltd. (now, NH Investment and Securities Co., Ltd.) by the National Agricultural Cooperative Federation
• Acquisition of CJ Investment and Securities Co., Ltd. (now, Hi Investment and Securities Co., Ltd.) and CJ Asset Management Co., Ltd. (now, VI Asset Management Co., Ltd.) by Hyundai Heavy Industries Group
• Acquisition of an equity interest in Seoul Semiconductor Co., Ltd. by Temasek
• Acquisition of an equity interest in Seoul Viosys Co., Ltd. by Goldman Sachs
• Establishment of a joint venture in the defense industry between Thomson CSF SA (now, Thales Group) and Samsung Electronics Co., Ltd.
• Establishment of a joint venture for the manufacture of chemical products between Samsung General Chemicals Co., Ltd. and Total Holdings U.K. Limited
• Establishment of a joint venture for the manufacture of polysilicon products between Samsung Fine Chemical Co., Ltd. and MEMC Electronic Materials Pasadena, Inc.
• Establishment of a joint venture in the tank terminal business as part of the Korean government’s initiative to establish South Korea as Northeast Asia’s oil storage hub
• Establishment of joint ventures in the biopharmaceuticals industry by Samsung Group with global biopharmaceuticals companies including the establishment of a biosimilar research and development joint venture (Samsung Bioepis Co., Ltd.) between Samsung Biologics Co., Ltd. and Biogen Inc.
• Establishment of a joint venture for the operation of “A Twosome Place” cafes between CJ Foodville Co., Ltd. and a PEF consortium
• Establishment of a joint venture in the digital imaging and content licensing business between Getty Images, Inc. and DaouKiwoom Group
• Establishment of a joint venture in the petrochemicals business between SKC and the Kuwaiti state-owned petrochemicals enterprise