Samyang Corporation's Acquisition of Japanese Flavor and Aroma Chemicals Company Soda Aromatic

Matter Overview

Bae, Kim & Lee LLC (BKL) advised Samyang Corporation on its acquisition of a 100% equity interest in Soda Aromatic Co., Ltd., a leading Japanese manufacturer of flavors and aroma chemicals, through its Japanese subsidiary, Samyang Corporation Japan, Inc. The transaction valued at approximately JPY 41 billion (approximately KRW 390 billion).

Founded in Tokyo in 1915, Soda Aromatic is one of Japan's five leading flavor companies. The company specializes in food flavors, fragrance ingredients for cosmetics, and aroma chemicals such as lactones. It operates seven manufacturing facilities across five Asian countries—Japan, China, Taiwan, Thailand, and Singapore—and supplies products to more than 1,000 customers worldwide.

A Landmark Cross-Border Acquisition in the Korean and Japanese Food Industry

This acquisition marks Samyang Group's first M&A transaction involving a Japanese company and represents the first instance in which Samyang Group has established an overseas presence in the food business sector through M&A. Moreover, this transaction holds particular significance as a rare case in which a Korean strategic investor acquired 100% equity interest and management control of a Japanese company previously held by leading Japanese conglomerates. Notably, the acquisition of a Japanese company with over a century of history by a Korean company through a competitive bidding process is regarded as a new milestone in cross-border M&A between Korea and Japan.

BKL's Role

BKL acted as legal counsel to Samyang Corporation and provided comprehensive legal advice throughout the transaction. BKL's services included reviewing the transaction structure, advising on regulatory issues relating to the acquisition of control of a Japanese company by a Korean corporation, conducting legal due diligence on the target company, drafting and negotiating the share purchase agreement and other transaction documents, assessing merger control filing requirements in multiple jurisdictions, and supporting transaction completion, including obtaining the necessary regulatory approvals and filings in relevant jurisdictions.

BKL's advisory team, comprising professionals with native-level Japanese language capabilities and extensive experience in Japanese M&A practice, worked closely with local Japanese counsel to effectively bridge cultural and linguistic differences during negotiations with the Japanese sellers. Furthermore, despite the compressed timeline inherent in a competitive bidding process, the team addressed legal issues pertaining to the target company group across five Asian countries in a timely manner, thereby contributing to the efficient and successful closing of the transaction without delay.
 

[Korean Version]
[Japanese Version]

 

Related Professionals: Ho Kyung Chang Partner, Daniel Joonwu Park Senior Foreign Attorney(New York), Alan Peumjoo Lee Partner, Ushin Hong Foreign Attorney(New York)