DR & AJU provided legal services in relation to acquisition of shares of SCM Lifescience (“SCM”), a Korean company established in 2014 that researches, develops, manufactures and sells stem cell therapy products, by a Malaysian listed company, CCM Duopharma Biotech Berhad (“CCMD”).
In addition to equity participation in SCM, CCMD wished to be granted the licenses for various patents owned by SCM and exclusive rights to sell the products manufactured by SCM in certain parts of Southeast Asia, together with the relevant technology. Accordingly, DR & AJU represented and assisted CCMD with respect to the overall transaction, including its equity participation in SCM and execution of each relevant agreement.
A number of Korean and foreign-qualified lawyers took part in this case by conducting a legal due diligence of SCM, and thereby examined and reviewed the general status of SCM, such as in relation to its management, assets and business activities. Moreover, the DR & AJU conducted a thorough investigation of the registered patents of which the application for registration had been submitted by SCM to various countries overseas (USA, EU, Japan, China, and etc.).
At the subsequent negotiation stage, DR & AJU changed the deal structure from CCMD’s acquisition of SCM’s redeemable convertible preferred shares to acquisition of its common shares as well as the redeemable convertible preferred shares, and continued the negotiation with SCM by preparing various agreements, including share subscription agreement, exclusive sales agreement and patent license agreement. DR & AJU executed the above agreements for CCMD and successfully closed the deal by also conducting the necessary regulatory works, including declarations of foreign investment and foreign exchange transaction.
This case is one of the key cases of DR & AJU’s inbound cross-border M&A deal, and it is a particularly significant case that shows DR & AJU’s competency in successfully drawing out the best results for the client from the negotiation with the target company through close communication despite the complex requirements of the foreign investors.