Cleary Gottlieb has extensive experience in a wide variety of public and private sector transactions involving Korea. The firm assists Korean clients with their capital raising, overseas investment and other activities and assists non-Korean clients in direct investment in Korea. These transactions often require advice with respect to a variety of issues, including finance, corporate governance, tax and disclosure of information.
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Jan 11, 2012
Cleary Gottlieb represented The Export-Import Bank of Korea in its SEC-registered dual tranche offering of US$1.25 billion 4% notes due 2017 and US$1 billion 5% notes due 2022. The transaction was a takedown from KEXIM’s shelf registration statement under Schedule B. The closing took place on January 11, 2012.
The notes were listed on the Singapore Exchange. BofA Merrill Lynch, BNP PARIBAS, Citigroup, Deutsche Bank, HSBC and The Royal Bank of Scotland were the joint bookrunners and lead managers for the offering.
KEXIM was established in 1976 as a special governmental financial institution pursuant to the Export-Import Bank of Korea Act to promote the sound development of the Korean economy and economic cooperation with foreign countries by extending the financial aid required for export and import transactions, overseas investment and the development of natural resources abroad.
Jun 29, 2011
Cleary Gottlieb represented Hi-mart Co. and the selling shareholders in Hi-mart’s Won 420 billion (approximately $385 million) IPO of common shares. Citi served as joint international bookrunner and Daewoo Securities Co. served as joint international and sole domestic bookrunner. The shares were sold through a public offering in Korea and a Rule 144A/Reg. S offering elsewhere. The deal priced on June 17 and closed on June 24. The shares began trading on the KRX KOSPI Market of the Korea Exchange on June 29.
Hi-mart is the largest consumer electronics retailer in Korea.
Nov 04, 2011
Cleary Gottlieb represented The Korea Development Bank in its SEC-registered offering of $1 billion 3.875% notes due 2017. The transaction was a takedown from KDB’s shelf registration statement under Schedule B. The deal closed on November 4, 2011.
The notes were listed on the Singapore Exchange. BofA Merrill Lynch, Credit Suisse, Daiwa Capital Markets Europe, Goldman Sachs International, KDB Asia Ltd, and Mizuho Securities were the joint lead managers and bookrunners for the offering.
KDB was established in 1954 as a government-owned financial institution pursuant to the Korea Development Bank Act, as amended. Since its establishment, KDB has been the leading bank in Korea with respect to the provision of long-term financing for projects designed to assist Korea’s economic growth and development.
Nov 26, 2010
Cleary Gottlieb represented SK Energy Co., Ltd in a successful solicitation of consents from the holders of its outstanding $300 million 5.875% Notes due 2011, $450 million 7.00% Notes due 2013 and $185 million Floating Rate Notes due 2011. SK Energy sought approval from the bondholders for its reorganization plan involving the split off of its refinery and marketing business and its petrochemicals business into two newly organized subsidiaries. BofA Merrill Lynch and Citi were the solicitation agents. The consent solicitation was launched on October 4, and the reorganization plan was approved at bondholders’ meetings held on October 26 and at a shareholders’ meeting held on November 26.
SK Energy is the leading petroleum refiner and one of the leading petrochemical manufacturers in Korea. It is also a market-leading manufacturer of lubricant products in Korea and engages in exploration and production of natural resources globally.
Oct 28, 2010
Cleary Gottlieb served as U.S. counsel to POSCO, the largest fully integrated steel producer in Korea and one of the largest steel producers in the world, in its Rule 144A/Reg S offering of US$700 million 4.250% Notes due 2020. The notes were listed on the Singapore Exchange. BNP PARIBAS, BofA Merrill Lynch, Deutsche Bank, Goldman Sachs International and Morgan Stanley served as joint bookrunners in the transaction. The offering closed on October 28, 2010.
Sep 30, 2010
Cleary Gottlieb is representing SK Networks Co., Ltd., a member of the SK Group of Korea, in its $700 million minority equity investment in MMX Mineração e Metálicos, a Brazilian public corporation engaged in the iron ore mining business and a member of the EBX Group of Brazil. The transaction, which also involves a long-term iron ore offtake agreement between SK Networks and MMX as well as a related spin-off transaction by an MMX affiliate involving its port and logistics businesses and subsequent exchange tender offer for such spun-off entity by MMX following the closing of SK Networks’ investment, was announced on September 30. The transaction constitutes the largest-ever outbound investment in the iron ore mining sector by a Korean company. In addition, the SK Group and the EBX Group concurrently entered into a cooperation agreement for the joint development of future business opportunities and ventures over a variety of industries. The closing is expected to occur in the fourth quarter of 2010.
SK Networks is a member of the SK Group, one of Korea’s leading conglomerates which includes several long-term clients of Cleary Gottlieb. SK Networks’ business scope spans a wide array of industries, including trading, natural resources, petroleum, telecommunications, auto-services and fashion.
Apr 23, 2010
Cleary Gottlieb represented Samsung Life Insurance in its $4.4 billion initial public offering, the largest IPO ever by a Korean company. Goldman Sachs, Bank of America Merrill Lynch and Morgan Stanley were joint bookrunners for the international tranche of the offering. The IPO priced near the high end of the expected price range on April 23, and the common shares will begin trading on the KRX KOSPI Market of the Korea Exchange on May 12.
Samsung Life Insurance is the leading life insurance company in Korea and is one of the flagship companies of the Samsung Group, which is the largest business group in Korea. The company provided coverage to 12.6 million individuals as of December 31, 2009, representing approximately 26% of the Korean population. As of the pricing date, the company would rank sixth in terms of market capitalization among companies listed on the Korea Exchange.
Aug 27, 2008
Cleary Gottlieb represented Kookmin Bank in its minority equity stake investment in JSC Bank CenterCredit (“BCC”), a leading commercial bank in the Republic of Kazakhstan. Kookmin Bank acquired 23% of BCC’s common shares for approximately $500 million, and is expected to secure a controlling stake of 50.1% in BCC within the next 30 months. Including such additional shares, the transaction is valued at $1.2 billion and is the largest overseas M&A transaction by a Korean bank to date. The deal closed on August 27.
Kookmin Bank, the largest commercial bank in Korea with a customer base of over 26 million retail customers, is a long-time client of the firm and has American Depositary Receipts listed on the New York Stock Exchange.
Aug 11, 2008
Cleary Gottlieb represented LS Cable Ltd., a leading wire and cable manufacturer based in Korea, in its $1.2 billion acquisition of Superior Essex Inc., a Nasdaq-listed wire and cable manufacturer based in Atlanta, Georgia.
The transaction created the third largest wire and cable manufacturing company in the world, with pro forma consolidated 2007 revenues of $12.8 billion. This transaction represents the largest cross-border tender offer by a Korean company to date.
Best Korean Deal of the Year
(Samsung Life Insurance's $4.4 billion IPO)
FinanceAsia (2010), Asian-MENA Counsel (2011)
Korea Equity Capital Markets Deal of the Year
(SK Telecom-Hanaro Telecom $1.2 billion share sale and acquisition)
Asian Legal Business (2009)
Best Korean Deal of the Year
(SK Telecom’s $300 million convertible bond offering)
FinanceAsia (2009)
Best Sovereign Bond of the Year
(Republic of Korea’s $3 billion dual tranche issue)
FinanceAsia (2009)
“This firm is at the top of the list for many significant Korean corporates. It advises on a variety of capital raising and overseas investment transactions, fielding a 15-strong team of Korean-speaking lawyers. Sources say: ‘The most sought after, with the deepest bench and most resources. The firm is clearly the leader and a force in capital markets.’”
Chambers Asia (2011)
“Cleary has cemented” its position in Korea “into the sort of law firm market leadership, especially in capital markets, that exists nowhere else in ultracompetitive Asia.”
The Asian Lawyer (2011)
“‘They are in a class of their own,’ says one rival of Cleary Gottlieb Steen & Hamilton, the international firm with the largest Korea practice based in Hong Kong with 14 Korean-speaking lawyers. ‘They have the biggest bench - partners and another dozen lawyers who are Korean speakers, so it's difficult to amass that kind of bench unless you have very strong relationships. They build a reputation for having the resources and for having the most deals.’ Strong in debt, equity and M&A work, the team boasts another successful year and impressive deal flow.”
IFLR 1000 (2011)
“Dedicated, smart, professional and commercially savvy are some of the words used by clients to describe this talented team, which advises primarily on capital markets and M&A. The group is historically known for its strong ties to issuers and has handled several impressive deals, despite the market downturn.”
Chambers Global (2010)
“Clients describe this team as dedicated, smart, professional and commercially savvy; it advises primarily on capital markets and M&A. The group is historically known for its strong ties to issuers and has handled several impressive deals, despite the market downturn.”
Chambers Asia (2010)
“With one of the oldest and largest Korea practices among overseas firms, this group has virtually unrivalled name recognition. ‘Clearly a front runner’ in capital markets, the team is widely known for its close relationships with issuers … the ‘tireless team, available at all hours,’ also advise[s] on M&A deals.”
Chambers Global (2009)
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