South Korea: Charges, Mortgages, Indemnities

Ruling confirms long-suspected risk of liability for directors and officers in approving use of target company assets as security for acquisition financing.

In principle, the consideration for a tender offer under the Securities and Exchange Act ("SEA") is cash. However, it is not clear whether a tender offer in exchange for other securities, i.e. an "exchange offer", is also permitted under the SEA. If a tender offer in exchange for new shares of the purchaser is permitted as a form of exchange offer, then such structure would be very favorable to the purchaser in that he is relieved of the burden of procuring cash, while the tender offeror also ha