[Edaily Reporter KIM SAE-MI ] Megagen Implant, an unlisted dental implant company, has acquired additional shares in dental medical device company Ray Co., Ltd.(228670), raising its stake to the 7% range. As the company aims to maintain “influence over management” through its shareholding, concerns have been raised that the management dispute with Ray Co., Ltd. could reignite.
Megagen Implant announced on the 5th that its holdings of shares of Ray Co., Ltd., held jointly with nine specially related parties, had increased to 1,202,308 shares. The ownership stake rose by 2.56 percentage points (p) from 5.13% as of April 8 to 7.69%. During this period, the number of shares held increased by 401,948 shares from 800,360 shares.
Megagen Implant purchased 387,416 shares of Ray Co., Ltd. on the open market since the previous reporting date. The remaining 14,532 shares were purchased by related parties, including Yang Kyung-ran, Park Soo-young, MG Newton, and Megagen officials.
MegaGen spent a total of approximately 2.1 billion won on the additional share acquisition. MegaGen Implant spent about 2.1 billion won, while related parties contributed 74 million won. All funds were raised from internal resources.
What stands out is that the scale of purchases has grown rapidly recently. MegaGen Implant has been buying shares of Ray Co., Ltd. on the open market almost daily since early July. Following the purchase of 34,000 shares on the 30th of last month and 50,000 shares on the 31st, the company spent approximately 1.1 billion won on the 3rd of this month to buy 172,700 shares in a single day at 6,188 won per share.
Regarding this stake acquisition, Megagen Implant stated that it was “a financial investment intended to explore potential business collaboration with Ray Co., Ltd.” However, in the 5% disclosure report, the stated purpose of the holding remained “influence over management.” This effectively signals that while Megagen has drawn a line, clarifying that the acquisition is not intended for a hostile merger or acquisition (M&A), it is aimed at exerting influence over the company’s management.
Megagen stated that it could effectively exert influence over Ray Co., Ltd. or its management regarding matters such as the appointment, dismissal, or suspension of directors and auditors, as well as amendments to the articles of incorporation concerning corporate bodies such as the board of directors.
Previously, at an extraordinary general meeting of shareholders in May, Megagen and Ray Co., Ltd. engaged in a proxy battle over the composition of the board of directors and amendments to the articles of incorporation. At that time, proposals pushed by Megagen—including an amendment to the articles of incorporation regarding the cumulative voting system and the appointment of directors nominated by the company—were rejected, while proposals put forward by Ray Co., Ltd.—such as strengthening the requirements for dismissing directors and auditors—were approved, allowing Ray Co., Ltd.’s management to successfully defend its control.
However, even after the extraordinary general meeting, Megagen maintained its stated purpose for holding shares as “exercising influence over management control” and has been aggressively buying up shares of Ray Co., Ltd. since last month, increasing the number of its related parties from five to nine. Although the proxy battle at the extraordinary general meeting has concluded, observers note that Megagen is still leaving open the possibility of intervening in Ray Co., Ltd.’s management.
Additionally, #Graphy Inc., a manufacturer of clear aligner materials, is drawing attention as it has recently been reviewing various options, including the acquisition of Ray Co., Ltd. While Graphy Inc. maintains that no specific details—such as whether an acquisition will take place or the terms of the deal—have been finalized, should actual acquisition negotiations progress, this could introduce a new variable into the existing standoff between Ray Co., Ltd.’s current management and Megagen.
