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Cleary Gottlieb Seoul Office has focused on the capital markets and mergers & acquisitions (M&A) sectors over the past decade, distinguishing itself in securities issuance and M&A transactions in the capital markets. In particular, based on its experience representing the government and policy banks after the foreign exchange crisis, it has maintained strong competitiveness in the capital markets field.

Cleary Gottlieb is a global law firm with more than 1,100 lawyers across 16 offices worldwide, including New York, Beijing, London, Paris, and the Seoul office. The Seoul office was officially established on September 26, 2012, and currently has a total of 13 U.S. lawyers, including 9 specializing in capital markets and 4 specializing in mergers & acquisitions.

On the 5th of last month, CEO Han Jin-deok is answering interview questions at Clearly Gatlip Seoul Office in Jung-gu, Seoul. [Image source=Legal Newspaper]

Representative Jin-duk Han joined Cleary after graduating from Harvard Law School in 1989 and gained experience in Korean matters through a 1 year and 6 months secondment to Kim & Chang law firm. After returning to Cleary, he successfully completed overseas bond issuance transactions for companies such as KT, POSCO, and Samsung Electronics, building his advisory experience for Korean companies. Having worked at the Hong Kong office in 1993 handling Korean corporate matters, he currently serves as the head of the Seoul office.

Below is a Q&A with Representative Jin-duk Han.

- What have been the major achievements over the past 10 years?

Cleary has handled Korean-related matters since the early 1990s. Since the opening of the Seoul office in 2012, it has focused on the capital markets and mergers & acquisitions (M&A) sectors and grown steadily. I lead the capital markets practice, while U.S. lawyer Sang-jin Han leads the M&A practice. Currently, 13 lawyers work at the Seoul office.

Based on specialized personnel, the Seoul office has provided legal advice and prepared prospectuses for approximately 510 overseas securities issuances by Korean companies and government agencies. Additionally, leveraging experience supporting the Korean government’s issuance of foreign currency bonds during the foreign exchange crisis, the office has represented the Korean government in foreign currency bond and policy bank bond issuances for over 20 years. It also consistently handles bond issuances for the Export-Import Bank of Korea and KDB Industrial Bank. This year, it successfully completed a $3 billion dual tranche SEC-registered bond issuance for KDB Industrial Bank and a $2 billion triple tranche SEC-registered bond issuance for the Export-Import Bank of Korea.

- What are the achievements in the M&A field?

Regarding overseas M&A, the firm has provided legal advice to domestic companies such as Osstem Implant, POSCO Future M, KT, CJ CheilJedang, and Samsung Electronics. Foreign companies’ domestic M&A transactions also represent significant achievements. We have handled several M&A transactions for clients such as Blackstone and GIC.

Cross-border M&A carries more risks than domestic M&A. Post-merger integration (PMI) plays a crucial role in the success of cross-border M&A. Maintaining key personnel after acquisition and motivating team members involve many challenges. While our work typically concludes at the transaction closing stage, we have provided advisory services on management incentive plans and monitored compliance with post-closing covenants at clients’ requests.

- What was the most challenging project?

In 2016, Naver’s Japanese subsidiary LINE attempted a simultaneous listing in New York and Tokyo. The Seoul office handled the work, facing difficulties reconciling regulatory differences between the U.S. and Japan. However, through close consultation with experts from both countries, the project was successfully completed, and Cleary lawyers gained significant experience from this endeavor.

The Seoul office has a unique specialty. Since 2015, it has consistently handled government bond issuance matters. It has experience providing legal advice on the Korean government’s foreign currency bond issuance and the restructuring of external debt by Korean banks during the foreign exchange crisis. During the 1997 IMF crisis, lawyer Mark Walker, an expert in sovereign debt restructuring, participated in Korea’s external debt negotiations, and based on that experience, the office has continued to handle matters for the Korean government and policy banks.

- What differentiates Cleary lawyers?

Cleary lawyers start at the New York headquarters. They receive hardcore training and gain practical experience in capital markets and M&A. Junior lawyers do not just focus on training; they are immediately involved in projects to gain diverse experience. Practical experience is the most important. Cleary lawyers also develop communication skills by collaborating with various partners during training and project work.

Jinyoung Lee, Legal Times Reporter

※This article is based on content supplied by Law Times.