YOON&YANG

DUAL, a KOSDAQ listed company, acquired 95% of the shares of Borgstena Group Sweden AB (“Borgstena Group”) from Herenco AB, Pomona-Gruppen AB, Larsson Industrier I Smalandsstenar AB on September 1, 2017. DUAL established a special purpose company (“SPC”) in Portugal for this transaction, and acquired the Swedish company by utilizing this SPC. Borgstena Group is a Swedish auto parts and material company established in 1925, which manufactures parts and materials for use in finished cars for auto-manufacturers such as Volvo and Volkswagen.

Yoon & Yang provided legal advice throughout all phases of this transaction, from its commencement to closing. In the process of DUAL’s acquisition of Borgstena Group’s shares, Yoon & Yang provided support on behalf of the buyer DUAL by, among other work, conducting due diligence in Sweden, drafting the share purchase agreement and the shareholders’ agreement, supporting the establishment of the Portugese SPC, and directly being involved in its closing.

The complexity and significance of this transaction arises from the following. Benefitting from the unprecedented and intimate cooperation with a local Swedish and a Portuguese law firm, Yoon & Yang was able to provide the highest quality advice to a KOSDAQ listed company in terms of the issues relating to the acquisition of a Swedish company through the company’s establishment of an SPC in Portugal. Furthermore, because this deal had to comply with the applicable laws of three different jurisdictions (Korea, Sweden, and Portugal), it required greater in-depth and complicated research and review into a variety of legal issues including whether there are regulations in the EU requiring that authorities be notified of the business combination and the sort.