Wachtell, Paul Hastings Forge Corning-Samsung Agreement
From The Am Law Daily:
In a complex agreement that has yielded roles for two Am Law 100 firms, Corning—whose Gorilla Glass is used in smartphone, tablet, and television screens—announced this week that it will buy out Korean electronics giant Samsung's share of a joint venture between the two companies.
In exchange for selling its piece of the 18-year-old partnership known as Samsung Corning Precision Materials, Reuters reports Samsung will receive a 7.4 percent stake in Corning worth $1.9 billion. The accord also includes a 10-year LCD glass supply deal between Corning and Samsung that will add some $2 billion to the former's annual sales.
Wachtell, Lipton, Rosen & Katz corporate partners Andrew Brownstein and Ronald Chen are leading a team from the firm advising Corning on the transaction. The other Wachtell attorneys working on the matter include executive compensation and benefits partner Adam Shapiro, tax partner T. Eiko Stange, and associates Tijana Dvornic and Viktor Sapezhnikov.
Wachtell previously advised Corning—the venerable glass and ceramics maker based in the upstate New York city of the same name—on its 2011 acquisition of wireless solutions provider MobileAccess. Wachtell also represented Schottenstein Stores on its 2008 purchase of Corning’s Steuben Glass division, according to our previous reports.
Corning also has an Am Law 100 alum in its executive ranks, having hired former Arnold & Porter litigation associate Lewis Steverson away from Motorola Solutions over the summer to serve as its new general counsel, according to sibling publication Corporate Counsel. Steverson replaced Vincent Hatton, who retired in August after 32 years at the 160-year-old company.
Kevin Martin, a former chairman of the Federal Communications Commission who became cochair of the technology and communications practice at Patton Boggs in 2009, was named to Corning's board of directors earlier this year.
Under the terms of the transaction, which was announced late Tuesday, Corning will acquire Samsung’s 43 percent stake in Samsung Corning Precision Materials, while Samsung’s display-making unit will receive convertible Corning shares valued at $1.9 billion and invest an another $400 million in preferred Corning stock. The deals are expected to close in the first quarter of 2014.
Paul Hastings M&A partner Daniel Sae-Chin Kim and of counsel Woojae Kim in Seoul are taking the lead on the deal for Samsung. They are being assisted by U.S. corporate partners Barry Brooks, Jeff Hartlin, and Matthew Berger. Paul Hastings was one of the first Am Law 100 firms to set up shop in Seoul last year after the U.S. and South Korea signed a free trade agreement.
The firm has handled big deals for Samsung in the past, advising the company’s flagship subsidiary Samsung Electronics on the $1.4 billion sale of its hard disk drive unit to computer storage equipment manufacturer Seagate Technology in 2011. Paul Hastings also advised Samsung Electronics just last week on the $1.5 billion sale of its shares in Seagate, according to sibling publication The Asian Lawyer.
Joseph Oh is leading an in-house team advising Samsung on the Corning deal. The Asian Lawyer reported in 2009 on the company’s hire of its first global chief legal officer, Columbia Law School graduate and former South Korean trade minister Kim Hyun-Chong.