- •Corporate > Mergers & Acquisitions
KRW 1.38 trillion acquisition of Lotte Card by MBK Partners2019-05-24
Lee & Ko advised MBK Partners Private Equity Fund, which are managed by MBK Partners, in their acquisition of 59,664,814 shares of Lotte Card Co., Ltd. owned by Lotte Corporation Co., Ltd. (which comprised 79.8% of all shares of Lotte Card Co., Ltd.) at a total purchase price of KRW 1,381,054,910,030. MBK Partners seeks for potential transfer of 20% of the total number of issued shares to Woori Bank and its subsidiaries.
This transaction caught much attention in the M&A market as MBK Partners and Hahn & Co. became the top two potential bidders of the KRW 1.3 trillion transaction. This transaction proved to be complex and posed various challenges from both acquirer and seller’s perspective. Lee & Ko was required carefully crafted multi-faceted concerns and advice such as competitive bidding, examining a variety of legal issues, transaction risks (from the acquirer’s perspective) following with transaction certainty, and successful signing of the share purchase agreement (from the buyer’s perspective) in appropriate due time.
Following the successful signing of the transaction, Lotte Group will remain a minority stakeholder with approximately 20% of Lotte Card’s shares. In consideration of all potential shareholder structure of Lotte Card, Lee & Ko provided comprehensive legal advisory services to establish proper corporate governance. Overall, this transaction is acknowledged to be among the mega-deals of 2019 as it required significant time and efforts in devising optimal deal structure, such as building strategic alliance and partnership between parties.