Hanwha Hotels & Resorts’ acquisition of OurHome

Lee & Ko provided legal advice on a transaction in which Hanwha Hotels & Resorts Co., Ltd. (the "Acquirer") acquired 58.62% of the shares in OurHome Co., Ltd. (the "Target Company"), a company engaged in corporate catering, from the major shareholders of the Target Company for approximately KRW 870 billion (the "Transaction").

In this case, the structure of the transaction involved acquiring the Target Company through the Acquirer, which was jointly invested in by a financial investor (FI), making it essential to have prompt discussions regarding the FI and the terms of its investment for the successful completion of the transaction. Additionally, the transaction faced high complexity and attracted attention in the market due to various legal issues, such as (i) the participation of only some major shareholders, despite the presence of several key shareholders with different interests in the Target Company, (ii) one of the sellers having entered into a joint disposal agreement regarding its shares with another major shareholder who did not participate in the transaction, and (iii) the existence of a provision in the Target Company's articles of incorporation that grants shareholders pre-emptive rights to purchase shares by other shareholders.

Lee & Ko provided comprehensive legal advice throughout the entire process, from due diligence on the Target Company, reviewing various legal issues, negotiations, and contract execution with the sellers and FI investors. The firm actively communicated and negotiated with investors, major shareholders, and other stakeholders, offering timely legal advice, which contributed to the successful and swift execution and completion of the transaction.