ktb network bldg. 8f, 826-14, yoksam-dong, kangnam-gu, seoul, 135-080, korea korea m&a...

KTB NETWORK Bldg. 8F, 826-14, Yoksam-Dong, Kangnam-Gu, Seoul, 135-080, Korea

Korea M&A CorporationKorea M&A CorporationKorea M&A CorporationKorea M&A Corporation

Tel : 82-2-3466-1190Fax : 82-2-3466-1182

http://www. kmna.co.kr http://www. koreamna.comE-mail :[email protected]

Korea M&A Corporation

We invite our global clients to step into a variety of investment opportunities in Korea. It is the time that you should consider to take action and expand your business into Korea. We understand your concerns that investments in emerging markets are more complicated and riskier process. On the other hand, it could bring you more profits and give you the opportunities of a quantum leap. We will provide our profound experiences and know-how in the Korean local market for you to make the right decision. We are confident that integration of your executive decisions and our professional services will make the world of business more efficient.

Bon Voyage!

Yours sincerely,

Jae-Ryun Kwon, CEO & President

Greetings from the PresidentGreetings from the President

IntroductionIntroductionIntroductionIntroduction


KM&A’s MissionKM&A’s Mission

Create wealth for our clients

We put top priority on maximizing the benefit to the buyer and satisfaction to the seller.

KM&A understands the critical nature of the corporate environment. To achieve the ideal results, we always try to clearly identify the buyers whose strategy and corporate culture match the characteristics of the sellers.

Endeavor to build an efficient mergers & acquisitions market in Korea.

We believe that M&A is the most efficient way for sellers who want to realize early-stage benefits from their achievements as well as for the buyers who want to cut down the cost and time when entering into new businesses, or expand their current businesses. As the pioneer and leader of the Korea’s M&A market, we have dedicated ourselves to develop the arena from its very early stage. KM&A started the history, and it still is writing.


KM&A - the Front Runner KM&A - the Front Runner

Korea M&A has been leady the M&A industry in Korea. since its foundation in 1995. With the top specialists of broad business areas, KM&A built the corner stone of the M&A transactions market in Korea.

As the work performances show, KM&A has executed and completed M&A deals in variety ranges of companies and industries. Those transactions entitled us as the market dominator.

KM&A has implemented advanced M&A services in the local M&A market and is enhancing the business into the global market.

Our clients are our partners!

What & How We DoWhat & How We Do


Industry & corporate analysis

Investment candidate search

Investment target contact

Corporate valuation

Deal structuring

Negotiation

Deal closing

Post closing activities

Documentation assistance

Government approval filing assistance

Industry & corporate analysis

Investment candidate search

Investment target contact

Corporate valuation

Deal structuring

Negotiation

Deal closing

Post closing activities

Documentation assistance

Government approval filing assistance

Mergers & Acquisitions

Our Services - Our Services - Corporate FinanceCorporate Finance

Strategic Financial Planning

Capital restructuring

Private placement

Equity participation

Tender offer

Corporate financing

Project financing

Strategic Financial Planning

Capital restructuring

Private placement

Equity participation

Tender offer

Corporate financing

Project financing

Strategic Investment

Joint venture Partnership

Strategic alliance

Strategic Investment

Joint venture Partnership

Strategic alliance

Strategic Financial Planning Strategic Investment


Our Services - Our Services - Business AdvisoryBusiness Advisory

Corporate Management Consulting

Corporate strategies consulting

Feasibility consulting

Legal advice

Tax & accounting advice


Corporate strategies consulting

Feasibility consulting

Legal advice

Tax & accounting advice

Corporate Restructuring

Corporate viability assessment

Business restructuring

Financial restructuring

Human resources management


Corporate viability assessment

Business restructuring

Financial restructuring

Human resources management




Our Principles - How We DoOur Principles - How We Do

Professionalism

KM&A’s talented professionals with in-depth management background evaluate each project

profoundly in order to establish a mutual understanding of its objective and scope.

Punctuality

Our accumulated know-how enables us to provide prompt service with competence and

integrity for both sellers and buyers. Prospective buyers and sellers are researched from our own

large data base, extensive network, and a variety of outside sources.


Our Principles - How We DoOur Principles - How We Do

Confidentiality

We protect our clients in a discreet and highly confidential manner when conducting our

services. We value confidentiality than getting a deal. Therefore, we wish to keep our reputation

as a independent reliable advisor by keeping our standard.

Credibility

When a buyer buys a business, it buys a lot more. And mutual trust is indispensable for each

transaction. As an intermediary, we are in a position to understand the objective as well as a

project’s likelihood for success. We take our clients as our long-term business partners.

What We Have DoneWhat We Have Done


What We’ve DoneWhat We’ve Done

From 1995 to Present (Disclosed Deals Only)

Date Buyer Deal Size (US$)

95.4 Hansol Group Stock Acquisition of Korea Marvel Co. (listed company) Now known as “Hansol Telecom Co., Ltd.”

57mil.

95.8 Korea Tarpaulin Co. Stock Acquisition of Korea KDK Co. (listed company) 13mil.

95.8 KCC Group Asset Acquisition of Moonmak Factory of Chin Yang Corporation

17mil.

95.9 Hansol Group Stock Acquisition of Oksori Co. 20mil.

95.9 Hansol Group Stock Acquisition of Kwanglim Electronic Industry Co. (listed company) Now known as “Hansol Electronics Co., Ltd.”

5mil.

95.9 Shinwon Group Stock Acquisition of Kwang Myung Electric Engineering Co. (listed company)

30mil.

96.1~97.4 K&D Co. Takeover Defense -

96.3 Korea M&A Corp. Stock Acquisition of Young Woo & Co. (listed company) 20mil.

96.10 Hansol Group Stock Acquisition of Young Woo & Co.(listed company) Now known as “Hansol CSN Co.”

20mil.

96.11 Korea M&A Corp. Stock Acquisition of Kunja Industrial Co.(listed company) Now known as “The Will-bes & Co., Ltd.”

60mil.




96.12 Pohang Mutual Savings & Finace Co.

Stock Acquisition of YoungDeok Mutual Savings & Finance Co. (listed company)

10mil.

97.1 Keo Pyung Group Stock Acquisition of Pacific Fashion Co. (listed company) Now known as “Keo Pyung Fashion Co.”

5mil.

97.6 The Will-bes & Co., Ltd. Stock Acquisition of M.s. Tech.Co. 6mil.

97.6 Shin Oh Finance Corp. Stock Acquisition of Changyoung Mutual Savings & Finance Co.

18mil.

98.3 C. Mutual Savings & Finance Co.

Stock Acquisition of P. Mutual Savings & Finance Co. 7mil.

98.6 Y Co. & V Co. Merger Feasibility Consulting

99.3 The Will-bes & Co., Ltd. Stock Acquisition of Korea Technology Banking Corporation 100mil.

00.09 Saehan Information Systems

Acquisition of Dong seo Express’s stock 3mil.

00.10 Merger between Goldbook and Wowbook 3mil.

00.1~6 Defense of the KTB Network against the hostile M&A

From 1995 to Present (Disclosed Deals Only)




01.11 Shin Sung Stock Acquisition of Shin Sung Ind. Construction

02.1 Hanbitnet Inc. Stock Acquisition of Jung & Lee Account Institute Co.,Ltd. 2mil.

02.5 Yes24 Co.,Ltd Merge consulting between Yes24 and Wowbook 5mil.

02.7 Job Korea Co., Ltd Stock Acquisition of Humanpia Co.,Ltd. 1mil.

02.10 Mr. Kang Stock Acquisition of Hanbitnet Inc. (KOSDAQ) 5mil.

People in Korea M&A CorporationPeople in Korea M&A Corporation


People in Korea M&A Corp.People in Korea M&A Corp.

Education :Education : KAIST (B.A. in Industrial Management)

Present :Present : Korea M&A CEO/ KTB Entertainment CEO/ 2gether 4ever Entertainment CEO/ Internet & E-business Strategist/ Overall Supervisor of Internet business of KTB Network

Experience: Experience:

At present, Mr. Kwon is a practical representative of Korea M&A Corp.. He has extensive and profound knowledge about Internet Business. He played an important role in acquiring Internet auction Co, Ltd. and KTB(Korea Technology Banking Corp.) in 1999.

Chief director

Jae-Ryun Kwon

Merger between Yes24 & Wowbook Acquisition of Shin Sung’s stock by Nus Technology Acquisition of Jung & Lee Co.’s stock by Hanbitnet Equity disposal of Auction to E-BAY Consulting on new investment & IPO offering of Auction Internet business feasibility analysis & Investment strategy consulting Management control defenses of KTB Network In charge of the acquisition for KTB Network’s stock Financial institutions’ A&D strategy consulting & feasibility analysis Consulting on the merger of Internet Ventures Consulting on Will-bes & Co.’s strategy on MS Technology



Mr. Jung specializes in corporate analysis and management planning.

KICPA/AICPA/Director

Brian, Jung Education : Hanyang University, Seoul (B.A. in Economics & computer science.)

Experience:

Market restructuning of internet book market by merging between Yes24 and Wowbook. Acquisition of Shin Sung’s stock by Sonus Technology. Acquisition of Jung & Lee Co.’s stock by Hanbitnet. In charge of negotiation on final cost and management control Delloitte consulting chief researcher KPMG FIS. Seoul, Korea, Manager in M&A team Leading of Court Receivership and Composition of local Company(Sammi steel Co., Daesang Construction, etc) Equity disposal of Auction to E-BAY ABS/NPL of Hanbit bank, Chohung, KAMCO, KEB, etc Full in charge for M&A Daewoo electronics Workout, Due diligence of Central City, Ssangyoung Auto Consulting on the development and implementation of internal control policies to adapt risk reduction recommendation (Sambo, Several Venture business, etc) Auditing for automotive, finance, heavy industries such as Sammisteel Co., Daehan Paint and many foreign branches



M&A can be a corporate strategy in 21th. In particular, It is needed to restructure corporate through the entry into the new industry such as IT. M&A is an efficient way to advance into the new industry in very short time.

Director

Robert Kim Education : University of Chicago, Graduate School of Business, (MBA Finance,strategy) University of California, Los Angeles

Experience:

Consult on heavy industry company with Operational Improvement

Develop Business forecast with valution for the huge size group corporation

Engaged in consulting of M&A deal amounting 10bil. won

Advise on restructuring plan and feasibility study of Life insurance company

Develop marketing strategy of the security corporation

Consult and develop business strategy of financial institute using SME

Business planning on internet communication company Philippine



Education : Yonsei University, Seoul (B.A. in Business Administration) Washington University, Missouri (MBA)

Present: 2gether 4ever Entertainment/KTB Entertainment CFO

Experience :

Mr. Yun has specialized in Strategic financial planning, and corporate and industry analysis.

Director

Hyung-Su Yun

Samsung Corporation Natural Resources Division LG Chemical Ltd. Finace Team Acquisition of Dong Seo Express’s stock by Saehan Information Technology Analysis on entertainment business feasibility Initial business consulting Equity disposal of Auction to E-BAY Consulting on new investment and IPO offering of Auction Management control defenses for KTB Network Financial institutions’ A&D strategy consulting & feasibility analysis


Mr. Kang specializes in deal structuring and corporate law.


General Manager

Do-Weon Kang Education : Seoul National University (Majored in Law) complete Seoul National University (Majored in Law)

Experience :

LG fire & Marine Insurance Co., Ltd. Merger between YES24 & Wowbook. M&A of biotechnology and IT business. Equity disposal of Auction to E-BAY Analysis on entertainment business feasibility and its initial business consulting Acquisition of Dong Seo Express’s stock by Saehan Information Technology Analysis on prospective and direction of on-line bookstore Management control defenses of KTB Network Consulting on distribution company investment of on-line venture Analysis on prospective and direction of B2B on-line market



Education : Yonsei University, Seoul (B.A. in Business Administration)

Experience :

M&A is not a technic but an art. Because it should make something new beyond mixing simply all management skills. In this point, creative power is the most important quality of M&A specialist andrealization of such a creative power is the key factor of successful M&A.

Deputy Manager

Ha-Su Chung

Hana Finance. Co., Ltd. Seoul Securities Co., Ltd. A&D of Manufactures Analysis on entertainment business feasibility and initial business consulting Marketability evaluation of Distribution industry Equity disposal of Auction to E-BAY Acquisition of Dong Seo Express’s stock by Saehan Information Technology Management control defenses for KTB Network Financial institutions’ A&D strategy consulting & feasibility analysis Trading System Development of Securities Co. Examination on corporation investment



Education : Dongkuk University, Seoul(B.A. in Business Administration)

Experience :

We pursuit globalization. Besides domestic companys, our target market is multinational companys all over the world. For the M&A between the multinational company and domestic company, strategy and knowledge different from in the case of performing an M&A only in domestic are needed. We'll be your strategic partner for your company growth connecting it with another foregin company efficiently in a macro respective view.

KICPA/AICPA/Deputy Manager

Sun-Ja Kim

A member of outside advisor committee of KOTEC Credit analyst in Technology Appraisal Center of KOTEC Advisor of Korea & US joint Law Firm Manager of Samil Accounting Corporation Evaluation venture profitability and its technology for listing in Angel club, IPO and M&A Management control defense and implementing asset evaluation, investment strategy against Rothchild Co., an investment company in US Corporate evaluation and due diligence, preparing Information Memorandum and reviewing tax and legal matters for the M&A deal Consulting services on foreign capital inducement, accounting priciples and tax methods for multinational company foundation and its operation Statutory audit based on Korean or US GAAP



Deputy Manager

Woong-Han

Education :

KAIST (Majored in Physics).

KAIST (Majored in Techno MBA-MIS)

Experience :

Strategic Executive of GFAN Co.

Director of the conference on Korea web expert

Strategic Executive of Segye Il Bo’s I-biz Center

Dongbu Han Nong e-business consulting

Equity disposal of H company(KOSDAQ)

Acquisition of Humanpia’s stock by Jobkorea

Part consulting of Core system(KOSDAQ)

Restructuring of Nubotek(KSE)

Through driving forward the M&A in point of the future corporate strategy, we can secure the going concern

of the corporate, and make the corporate vigorouse.



Byung-Hak Park Education : B.A., Business Administration, Han Yang University, Seoul, Korea Member of Korean Institute of Certified Public Accountants (KICPA) Int’l Associate of American Institute of Certified Public Accountants (AICPA

Experience :

Ahnkwon & Co., Seoul, Korea Seoul Fn Tech Partners & Co. Haitai Group’s private composition procedures (debt-equity swap) as an advisor for preparation of composition plan (1998/1999) Workout procedure of Hanvit Leasing & Finance Co., Ltd.(2000) Workout procedure of ILDONG Pharmaceutical Co., Ltd(1999) Selling Advisory Services for Kunyoung Corporation M&A between Aluminum Korea(Aluko) and Daewoo Electronic Components Co.,LTD.(DECC)( Valuation and Due diligence in-charge)(2000) Oriental Chemical Industries(OCI)’s take-over Korea Steel Chemical CO., LTD.(KOSCO) ( Valuation and Due diligence in-charge)(2000)

KICPA/AICPA/Deputy Manager

He has participated in a number of private middle market restructuring transactions and statutory merger projects.



In-Young-Chung Education :

Seoul National University (Majored in Electrical Engineering)

Experience :

M&A can be a corporate strategy in 21th. In particular, It is needed to restructure corporate through the entry into

the new industry such as IT. M&A is an efficient way to advance into the new industry in very short time.

Analysis of IT industry

Industry analysis/Technological value analysis of corporation

Negotiation with unlisted corporation management

Review on prospective and direction of media convergence

Advisors of Korea M&A CorporationAdvisors of Korea M&A Corporation


Advisors of Korea M&A Corp.Advisors of Korea M&A Corp.

Mr. Jun has extensive knowledge and experience on legal and international business matters with an emphasis on corporate finance, M&A and securities transactions.

Education : Harvard Law School (LL.M.), Cambridge, MA Korea University Graduate School of Law, Seoul (LL.M.)

Present : Will-bes & Co. CEO

Experience:

Equity disposal of Auction to E-BAY Acquisition of Keo Pyong’s stock by Keo Pyong Group Acquisition of Will-be’s stock CEO and President of The Will-bes & Co. Practiced Law at Thelen, Marrin, Johnson & Bridges (San Francisco, CA) Practiced Law at Milbank, Tweed, Hadley & McCloy (New York, NY) Exchange Professor at Harvard Law School Practiced Law at Shin & Kim (Seoul)

President, Attorney-at-law

(Admitted to New York Bar)

Byung-Hyun Jun



Mr. Park has years of experience in corporate finance specialized in fund arrangement and financing

for M&A transactions.

Education :

Yonsei University, Seoul (B.A. in Business Administration)

Present:

Intizen CEO & President

Experience :

Senior Vice President

Gwang-Ho Park

Auditor of The Will-bes & Co., Ltd. Auditor of Young Woo & Co. Dongbu Group (Management Restructuring Team) Acquisition of Will-bes & Co.’s stock Equity disposal of Auction to E-BAY



Education :

Korea University (B.A. in Business Administration)

KICPA/ M&A TAX Specialist

Experience :

As a tax accounting expert, Mr. Lee brings professional services to our clients. He is nationally recognized

authority on tax accounting and published books on the subject in Korea.

CPA / Director

Kwang-Jae Lee

Samil Accounting Corp. Coopers & Lybrand Tokyo Office Acquisition of Will-bes & Co.’s stock Acquisition of MS Technology’s stock by Will-bes & Co.

Writings :

Taxation on Stock Transaction Tax Implications regarding Capital Gain Theory & Practice regarding Inheritance & Gift Tax



Education :

Yonsei University, Seoul (B.A. in Business Administration)

Experience :

He is the deal structuring and negotiation expert in M&A transactions.

General Manager

Joo-Ho Song

Hyundai Marine & Fire Insurance

Acquisition of KTB Network’s stock by Will-bes & Co.

Acquisition of Will-bes & Co.’s stock

Acquisition of Keo Pyung fashion’s stock by Keo Pyung Group

Acquisition of MS Technology’s stock by Will-bes & Co.

ktb network bldg. 8f, 826-14, yoksam-dong, kangnam-gu, seoul, 135-080, korea korea m&a...

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