[Contribution] A Good M&A Is Decided at the First Blueprint

This is an article contributed by Managing Attorney Han-gyeol Jeong to an economic newspaper. It explains that most of the issues disputed in M&A negotiations are already determined not at the negotiating table, but at the early stage when the deal structure is set.

The article uses case examples to explain what chain effects the choice of acquisition method creates for tax, labor, and licensing matters. Depending on whether an asset acquisition or a share acquisition is chosen, the scope of contracts and permits that carry over differs, and that difference determines the extent of price adjustments after due diligence.

It also points out that deciding where to absorb risks discovered during due diligence—price, representations and warranties, or closing conditions—is a matter of design, not negotiating power. Which option is chosen determines when disputes arise and who bears the burden of proof.

The article concludes with the suggestion that M&A should be viewed not as ending at deal closing, but as a single process that continues through post-closing integration.