In June 2022, Hahn & Co. Seventeenth Co., Ltd.（hereinafter, “Hahn & Co.”，a SPV established by Hahn & Co.）completed its acquisition of SKC Co., Ltd.’s (hereinafter, SKC”) film business division (including SKC hi-tech & marketing，its film processing subsidiary in China, and the equity acquisition of its US and Chinese plants, hereinafter, the “Target Business”). The transaction was valued at approximately USD 1.2 billion and was the largest transaction in South Korea in 2022 in the overall PEF acquisition market. JunHe was the Chinese legal advisor of Hahn & Co. and provided professional, meticulous, and practical legal services. This included legal due diligence, the negotiation and design of the transaction structure, communicating with the regulatory authorities, and the submission for approval and closing in respect to SKC’s film business division in China. JunHe assisted Hahn & Co. to smoothly complete the acquisition and notification of the concentration of operators in China, and was recognized and affirmed by Hahn & Co. and the other parties in this Project.
Founded in 2010, Hahn & Co. is one of the largest private equity institutions in South Korea and now manages the largest private equity capital ever raised in the South Korean market (with an operating fund of approximately USD 10.5 billion). The companies acquired by Hahn & Co. have a total turnover of USD 7 billion, assets of USD 5.6 billion, and more than 25,000 employees in over 20 countries. Hahn & Co. offers long-term strategic and operational value creation initiatives for revenue growth, new product development, R&D investment, sales and marketing repositioning, and margin growth areas. Since its establishment in 2010, Hahn & Co. has successively acquired more than 30 outstanding South Korean enterprises, and this acquisition is its fourth acquisition in South Korea since the Covid-19 pandemic. SKC is a subsidiary of SK Group, the third largest multi-national enterprise in South Korea, which was established in 1976. It is engaged in industries such as telecommunications, petrochemicals, semi-conductors, and beauty and health materials. SKC’s businesses produce screens, mobile devices and other cutting-edge IT equipment and industrial products. Its volume of production in optical and industrial film and other fields is ranked fourth in the world. Further to its initial development of PET film in South Korea in 1977, it has set many records, which affected the domestic film industry in Korea. In 2021, the company had a turnover of KRW 1.1319 trillion (approximately USD 850 million) and KRW 68.9 billion (USD 55 million) in operating profits, showing continued growth.
The complexity and difficulties of this Project include: (1) the acquired business covers a large number of countries and regions, with a large amount, and required assisting the client to solve pre-existing problems in the Target Business; (2) it involved complex legal issues in different jurisdictions both home and abroad, and the consideration of the regulatory requirements of South Korea and the PRC for information disclosure, anti-monopoly notification, and other factors. JunHe provided professional legal support from various perspectives in cooperation with the client according to the project to ensure the smooth progress of the transaction; (3) under a tight schedule, and the increasing difficulties and uncertainties due to the pandemic, JunHe fully assisted the client to control the project’s schedule and coordinated communication between the parties, finally successfully completing the due diligence and anti-monopoly notification of this Project.
This Project was led by JunHe partners JIN, Xinghui, ZHOU, Feng (Frank) and GONG, Mingfang.