DeHeng Assisted Fusion New Material in Acquiring SK Enpulse Co., Ltd.’s Blank Mask Business Segment
2025-09-29
Recently, as legal counsel, DeHeng successfully assisted Changzhou Fusion New Material Co., Ltd. (stock code: 688503) in acquiring the blank mask business segment of SK Enpulse Co., Ltd., involving a transaction amount of KRW 68 billion (equivalent to approximately RMB 350 million).
This project faced tight timelines and complex requirements, with a transaction structure and asset delivery path that were relatively intricate: The target assets needed to be spun off through a corporate division process of SK Enpulse Co., Ltd., involving key issues such as post-division asset ownership allocation, succession of claims and debts, and transfer of employee labor relations. This required simultaneous coordination with local Korean corporate laws and the continuity requirements of the target business. At the implementation level, a special purpose company (SPC) needed to be jointly established by Fusion New Material and its Korean investment partner as the acquisition vehicle, involving the design of the SPC’s equity structure, determination of capital contribution ratios, and planning for the proportion and payment schedule of self-owned funds and self-raised funds. Concurrently, it was essential to address key matters in the cross-border transaction, such as foreign exchange management, compliance of outbound funds, the separation of rights and obligations between the post-division target company and the original business segments, and the smooth transition of customer relationships.
Mandated by Fusion New Material, the DeHeng team, led by partners Fang Long, Wang Yu, and Yang Zinan from its Shanghai and Suzhou Offices, with primary support from lawyers Zheng Shufang and Zhan Jun, provided full-process cross-border legal services for this project. Leveraging their extensive experience and professional insights in cross-border mergers and acquisitions and legal services in the semiconductor industry, they delivered comprehensive, efficient, and outstanding legal support for the transaction. From due diligence on the target company and compliant transaction structure design to negotiations on core agreement terms, the DeHeng team ensured the smooth progress of the transaction with its rigorous professional capabilities and responsive service.