[Edaily Reporter Kim Ji-woo ] Kim Dong-seon, President of Future Strategy at #Hanwha Machinery & Service Holdings (Hanwha M&S), is launching a tender offer for the company’s shares worth 128.5 billion won. Once this tender offer is completed, President Kim will become the single largest shareholder of Hanwha M&S. This move is expected to serve as an opportunity not only to boost the stock price but also to strengthen the independent management of Hanwha Group’s Tech & Life division.

According to Hanwha M&S on the 12th, President Kim will conduct a tender offer for 16.06 million common shares at 8,000 won per share, starting today and running through the 2nd of next month. This represents 19% of the total common shares, and a total of 128.48 billion won is expected to be invested. The tender offer price is 31.58% higher than the closing price on the 8th (6,080 won). Following the news of the tender offer, Hanwha M&S’s stock price surged by more than 23% early in the trading session compared to the previous trading day.

What is particularly noteworthy is the change in the ownership structure following the tender offer. Currently, Hanwha Energy is the largest shareholder of Hanwha M&S, holding a 23.94% stake. Next are Hanwha Group Chairman Seung Youn Kim with 12.24%, Hanwha Group Senior Vice Chairman Kim Dong-kwan with 10.55%, and HANWHA LIFE INSURANCE Vice Chairman Kim Dong-won and President Kim Dong-seon, each holding 5.81%.

If President Kim secures the full target volume, his stake will rise from 5.81% to 24.81%. He will then surpass Hanwha Energy to become the single largest shareholder. The combined stake held by related parties, including President Kim, will also rise from the current 60.32% to 79.32%. This exceeds the two-thirds voting rights required for a special resolution at a shareholders’ meeting under the Commercial Act. If related parties exercise their voting rights jointly, their voting power regarding key management proposals will be correspondingly strengthened.

Previously, in August 2024, President Kim announced a tender offer to purchase 34 million shares of HANWHA GALLERIA at 1,600 won per share. The planned purchase amount at the time was 54.4 billion won, representing a price approximately 23% higher than the previous closing price. It was reported that he secured the funds by borrowing 54.4 billion won using his Hanwha shares as collateral. In fact, he purchased 28,164,783 shares—82.8% of the target volume—for approximately 45 billion won, raising his stake from 2.32% to 16.85%. The planned amount for this tender offer is about 2.4 times larger than the previous one, and the premium attached to the purchase price is also about 9 percentage points higher.

The nature of the tender offer has also changed. While the 2024 offer focused on accountability in management due to HANWHA GALLERIA’s poor performance, this one aims to address shareholder dissatisfaction over the falling stock price and demonstrate confidence in Hanwha M&S’s growth potential. Given the large-scale injection of personal funds, President Kim’s stake in the company’s future business performance has also grown significantly.

The financial capacity required for the tender offer is also a matter of interest. Last December, President Kim sold his 15% stake in Hanwha Energy to financial investors. At the time, Hanwha Energy’s enterprise value was estimated at approximately 5.5 trillion won, and the proceeds from President Kim’s stake sale were estimated at about 825 billion won. The specific method of financing for this tender offer has not been confirmed.

This tender offer is also drawing attention because it is intertwined with Hanwha Group’s business restructuring. Hanwha M&S is a holding company established last August through a spin-off of Hanwha Group’s Tech and Life divisions. It owns tech affiliates such as Hanwha Vision, Hanwha Semitek, Hanwha Momentum, and Hanwha Robotics, as well as life affiliates including HANWHA GALLERIA, Hanwha Hotels & Resorts, and Ourhome.

If President Kim, who already oversees the future strategies of these affiliates, secures the position of largest shareholder, his influence over management is expected to grow significantly. As President Kim—who has led business strategy to date—expands his influence through share ownership, this is likely to provide further momentum for the growth strategies of the TechL division.

A Hanwha M&S official stated, “The growth potential of Hanwha Group’s tech and lifestyle sectors has not been fully reflected in the stock price,” adding, “We expect this tender offer to serve as a positive signal to the market and shareholders, thereby enhancing shareholder value and corporate value.”