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Global private equity firm Kohlberg Kravis Roberts (KKR) is on the verge of acquiring control of Taean Anmyeon Clean Energy (TACE), Korea's largest solar power producer, but an unexpected variable has emerged. Some of the senior lenders who planned to sell their loan claims to KKR have abruptly teamed up with NH-Amundi Asset Management to push for a change of fund general partner (GP). (Related article☞KKR clears a major hurdle in acquiring Korea's largest solar power plant... retail shareholders keep opposing)

However, some in the investment banking (IB) industry say there is little practical benefit to changing the GP under the current circumstances, arguing the already delayed project would be prolonged further. The side pushing the GP change has disagreed with KKR over the equity sale price.

An aerial view of the Taean solar power plant built on a 6 million㎡ site around Anmyeondo in Taean. /Courtesy of Taean Anmyeon Clean Energy

According to the IB industry on the 5th, Shinhan Asset Management, Kyobo Life Insurance, Hanwha General Insurance, and SK E&S are pursuing a plan to replace the GP of the TACE investment fund from Lantern A&I to NH-Amundi Asset Management.

They are limited partners (LPs) in the Lantern A&I fund's subordinated tranche. Among them, three firms—Shinhan Asset Management, Kyobo Life Insurance, and Hanwha General Insurance—are also members of TACE's senior acquisition financing syndicate. They had been in talks with KKR until recently to sell their loan claims and LP equity, but abruptly changed course to pursue a GP replacement.

TACE built a 330-megawatt (MW) privately financed solar power plant on a 6.15 million-square-meter site on Anmyeon Island in Taean County, South Chungcheong Province, completed a business commencement filing in Aug. 2023, and is in commercial operation. Of the 476.4 billion won project cost, 190 billion won was injected as mezzanine and subordinated loans by KKR and domestic PE firm Lantern A&I. Three individual shareholders provided 1 billion won in initial capital, and the remaining 285.4 billion won was raised through senior loans from domestic financial institutions. The individual shareholders initially agreed to transfer all of their equity to KKR and Lantern for 10 billion won by Feb. 2024, and the lenders, anticipating potential nonperformance, had set all of the individual shareholders' equity as collateral.

However, after an investigation into solar permitting corruption began in 2023, prosecutors indicted public officials and a Lantern A&I figure in Sept. the following year. The individual shareholders have since argued that, for this reason, they cannot perform the contracts not only with Lantern but also with KKR.

In 2024, KKR received approval from the Ministry of Trade and Industry (MOTI) (now the Ministry of Climate, Energy and Environment) to acquire TACE shares, but as the individual shareholders' opposition continued, it ultimately decided to acquire control by buying all of the lenders' loan claims and Lantern A&I's fund investment and then declaring an event of default (EOD). In fact, through its affiliate Create Asset Management, KKR completed the purchase of loan claims held by Woori Bank and Bank of China, and the remaining lenders—Shinhan Bank, KB Kookmin Bank, Kyobo Life Insurance, Shinhan Asset Management, and Hanwha General Insurance—also sought to exit and were negotiating over sale terms.

Amid this, some lenders who are also LPs in the Lantern A&I fund moved to replace the GP from Lantern to NH-Amundi Asset Management. According to the IB industry, Shinhan Asset Management, Kyobo Life Insurance, and Hanwha General Insurance had been engaged in a tug-of-war with KKR, reportedly demanding that it buy the subordinated investment at a higher price.

Shinhan Asset Management and others are pushing a plan to obtain a power business operator license from the Ministry of Climate, Energy and Environment by putting forward NH-Amundi Asset Management instead of Lantern A&I. Unlike KKR, Lantern A&I has not received government approval as a power business operator because its CEO, surnamed Lee, was indicted and is on trial in connection with the solar corruption case.

However, multiple hurdles must be cleared for a GP change to materialize. An industry official opposed to the change said, "In the government approval process, whether there is any linkage between the new GP and the existing manager could be a key issue," adding, "If they cannot prove to a convincing level that no linkage exists, it will be difficult to complete the process in a short period."

If the GP is replaced, NH-Amundi Asset Management would have to take on the 5 billion won that Lantern A&I had borne as the manager's committed capital (GP commit). However, according to the industry, NH-Amundi Asset Management is reportedly considering contributing only 500 million won of the 5 billion won.

Some also say there is limited practical benefit to changing the GP at this point. TACE is already in an event of default due to the individual shareholders' breach of loan covenants, and the longer it takes to resolve the loan claims, the greater the project's uncertainty could grow, piling burdens on all stakeholders. Hanwha Solutions, which handled engineering, procurement, and construction (EPC) for the solar project, is reportedly yet to be paid the completion fee.

An industry official said, "Lenders and subordinated investors have no choice but to consider structures that maximize recoverability for themselves," adding, "Opinions are split on whether a GP change will be the solution, or whether it will prolong conflict and uncertainty, delaying normalization." Another official noted, "Since the individual shareholders are also separately pursuing refinancing, the crux will ultimately be how negotiations among creditors, subordinated investors, and shareholders are settled."

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