Shin & Kim represented Tongyang Inc. (“Tongyang”), formerly a holding company of Tongyang group in the sale of majority shares (“Transaction”) of Tongyang Cement Co., Ltd.(“Tongyang Cement”) Both of Tongyang and Tongyang Cement are listed companies. Tongyang was being under rehabilitation (reorganization) proceedings at closing of the Transaction and Tongyang Cement has successfully completed the rehabilitation proceedings at the time of starting the Transaction after completion of stake sale in Tongyang Power Co., Ltd. More complicated issues were arising from deal structuring of the Transaction. Specifically, in case this Transaction is to be consummated with great success, Tongyang will be laid in the eye of a typhoon as a target company in hostile M&A competition by minority shareholders including the buyer of the Transaction having a plan to challenge to take over control of the Tongyang after the Transaction. The scope of work was very critical for considering that the entire deal structure should cover the sale of Tongyang at the same time. As well known to the market, the creditor of Tongyang under rehabilitation proceedings was more notorious than expected in claiming its rights or entitlement against Tongyang. 

This is one of the largest M&A transactions in 2015 involving a company under rehabilitation proceedings. As a result of this transaction, Tongyang paid back all outstanding debts in accordance with the rehabilitation plan and concluded its rehabilitation proceedings with big success.