Advising on acquisition financing relating to MBK Partners and UCK Partners’ acquisition of Osstem Implant

Lee & Ko advised a group of lenders (with NH Investment & Securities acing as the mandated lead arranger) on one of the most notable acquisition financing deals in recent years, which involved MBK-UCK consortium acquiring a controlling stake in Osstem Implant Co., Ltd. (the largest dental manufacturer in Korea) through Dentistry Investment Co., Ltd. (a special purpose company set up by the consortium). The financing for this acquisition was structured to consist of (i) KRW1,700,000,000,000 bridge facility and (ii) KRW1,200,000,000,000 permanent facilities (KRW1,100,000,000,000 senior facility and KRW100,000,000,000 mezzanine facility). 

The acquisition aspect of the deal entailed two tender offers and a sale and purchase with the largest shareholder of the target company. The unprecedented size of the tender offers, especially amidst heated debates about whether or not Korea should adopt mandatory bid rules to ensure protection of general investors during M&A activities involving a listed company, was, in itself, enough to attract substantial market attention and scrutiny. 

Being a leading law firm in banking & finance, Lee & Ko’s team of lawyers took control of all legal, commercial and practical issues arising from the deal by, inter alia, providing its invaluable input and insight on structuring the financing aspect of the deal, negotiating key terms of financing, documenting the outcome of negotiations and arranging for the signing and closing, while also taking on the additional role of advising on tender offer processes to NH Investment & Securities. 

While working under time and other deal constraints was challenging, Lee & Ko’s team of lawyers have been successful in tapping into its abundant resources based on its unrivalled and time-tested legal expertise, experience and know-how in bringing this deal to a successful closing. Through this deal, Lee & Ko was able to demonstrate, once again, its exceptional capacity to tailor its advice and services to the specific, most ideal, deal structure for any given deal (including financing for the acquisition via tender offers), thereby highlighting its versatility and adaptability as legal advisor.

This transaction was led by Yeo Kyoon Yoon, Myoung Chul Kwak and Eui Yeon Jo, and assisted by Minsun Hwang.