Kakao Corp. and Kookmin Bank Make Guaranteed Exchangeable Notes Offering

Cleary Gottlieb represented Kakao Corp. and Kookmin Bank in Kakao’s offering of Won 230 billion U.S. dollar-settled zero coupon exchangeable bonds guaranteed by Kookmin Bank.

The offering priced on April 25, 2016, and closed on May 11, 2016, and the bonds were admitted to trading on the Singapore Exchange on May 12, 2016.

The bonds will mature in 2021 and are exchangeable into common shares of LOEN Entertainment, Inc., a subsidiary of Kakao, at an exchange premium of 27.5 percent over the reference share price.

The offering was made to international investors under Regulation S, and the joint bookrunners and joint lead managers were Citigroup and Morgan Stanley.

Kakao operates Korea’s leading mobile platform service and offers its users an array of mobile services, which include Kakao Talk, Korea’s largest mobile instant messaging service.

Kookmin Bank is the flagship bank of KB Financial Group, one of the largest financial holding companies in Korea and whose shares are listed on the New York Stock Exchange.

LOEN is a leading music entertainment company in Korea, offering a wide range of services that cover key components of the music industry value chain.