Cha & Kwon Law Offices provided legal advisory services in structuring and drafting the SAFT (Simple Agreement for Future Tokens) and side letters for specific investors, in connection with a token presale conducted by an overseas entity for the development of a blockchain platform.

The transaction involved a structure in which investors make payments prior to token issuance and receive tokens upon future issuance and listing. Through side letters, certain investors were granted differentiated terms, including adjusted conversion prices, escrow-based installment payment structures, price-linked vesting mechanisms, and put options. The structure also included a Korean entity providing a guarantee for the obligations of the overseas issuing entity, necessitating a clear allocation of rights and obligations across the overall contractual framework.

In drafting the agreements, Cha & Kwon Law Offices structured the transaction with a focus on: (i) the core framework of the SAFT, including token conversion pricing, vesting, and investor protection mechanisms; (ii) modifications to conversion terms through side letters and their priority and legal effect vis-à-vis the main SAFT; (iii) installment payment structures utilizing escrow wallets and related conditional mechanisms; (iv) vesting schedules linked to market price conditions, including deferral and settlement mechanisms in case such conditions are not met; and (v) the exercise conditions and settlement structure of put options granted to investors.

As a result, Cha & Kwon Law Offices ensured that the SAFT and side letters operate in a consistent and integrated manner, while clearly reflecting differentiated protections for specific investors within the contractual language. The agreements were also designed to minimize potential disputes by establishing clear interpretative rules in the event of conflicts between the main agreement and side letters. The firm continues to provide practical and tailored advisory services on complex investment structures from the initial structuring stage through contract drafting.