Kim Dong-seon Launches Additional Tender Offer for Hanwha M&S Shares… Strengthening Independent Management
Purchased an additional 10.14 million common shares, bringing the total to 26.203 million shares
Reflects concerns that the participation of two related parties may limit opportunities for general shareholders
Listening to Shareholders’ Voices and Strengthening Commitment to Responsible Management in Connection with a Tender Offer
[Edaily Reporter SHIN MIN JOON ] Kim Dong-seon, the third son of the Hanwha Group and President of Future Strategy at Hanwha Machinery & Service Holdings (#HanwhaM&S), is strengthening the company’s independent management structure by expanding the scale of the additional tender offer. Concerns that the participation of his older brothers—Kim Dong-kwan, Senior Vice Chairman of Hanwha Group, and Kim Dong-won, Vice Chairman of HANWHA LIFE INSURANCE—in the tender offer could reduce selling opportunities for general shareholders are also believed to have influenced the decision to expand the additional tender offer.
Kim Dong-seon, President of Future Strategy at Hanwha Machinery & Service Holdings (Hanwha M&S). (Image = Hanwha M&S) Hanwha M&S announced on the 22nd that President Kim had submitted an amended filing to the Financial Supervisory Service detailing the expansion of the tender offer volume. The tender offer volume will increase from the previous 16.06 million shares to 26.203 million shares. This represents approximately 31% of the total issued shares. The purchase price remains at 8,000 won per share, and the tender offer period remains unchanged, running from the 12th of this month to the 2nd of next month.
This decision follows the announcement by Senior Vice Chairman Kim Dong-kwan and Vice Chairman Kim Dong-won that they intend to tender 6,762,000 shares (8% stake) and 3,381,000 shares (4% stake), respectively, in the tender offer. The volume of shares the two plan to tender amounts to approximately 63.2% of the original tender offer volume. Consequently, concerns have been raised that, since this represents 63.2% of the original tender offer volume, participation by general small shareholders could be significantly limited, potentially undermining the purpose of the tender offer system.
A Hanwha M&S official stated, “Concerns were raised that the participation rights of retail shareholders intending to subscribe to the tender offer might be infringed upon, so President Kim significantly increased the tender offer volume,” adding, “This decision was made to align with the purpose of the tender offer, which is to provide all shareholders with the opportunity to sell their shares under the same conditions.”
The spokesperson continued, “This tender offer reflects the concerns expressed by many shareholders at last month’s first shareholders’ meeting regarding the sustained decline in the stock price and the company’s future growth potential,” adding, “It was initiated as part of President Kim’s responsible leadership in his capacity as a major shareholder and key executive.”
The announcement of this tender offer is having a positive effect on market confidence and shareholder value. As of the 21st, Hanwha M&S’s common stock closed at 7,440 won, a 22.37% increase compared to the price immediately before the tender offer announcement (6,080 won).
In particular, it has recorded the highest rate of increase among KOSPI 200 constituent stocks this month. Hanwha M&S’s closing price on the 21st (7,440 won) was up 30.3% from its closing price on the 30th of last month (5,710 won). In contrast, the KOSPI 200 index fell 17.64% over the same period.
A Hanwha M&S official stated, “President Kim’s latest additional purchase not only broadly ensures opportunities for general shareholders to sell their shares but also further reinforces our commitment to listening to shareholders’ voices and practicing responsible management—the very principles that served as the starting point for this tender offer,” adding, “We will continue to introduce various measures to enhance shareholder value and corporate value.”
With this additional tender offer, the gap in shareholdings between the brothers is expected to widen further. This effectively strengthens President Kim’s independent management structure. Prior to the tender offer, Hanwha M&S’s largest shareholder was the group’s holding company, Hanwha Energy (23.94%). It was followed by Chairman Seung Youn Kim (12.24%) and Senior Vice Chairman Kim (10.55%).
President Kim, with a 5.81% stake, was tied with Vice Chairman Kim as the fourth-largest shareholder. However, if he secures an additional 31% through this tender offer, his stake will rise to 36.81%, surpassing Hanwha Energy to become the largest shareholder. In contrast, the stakes held by Senior Vice Chairman Kim and Vice Chairman Kim will decrease to 2.55% and 1.81%, respectively, compared to their previous levels.
Hanwha M&S, the holding company for Hanwha Group’s Tech and Life divisions, was established in August of this year following a spin-off of the Tech and Life divisions. Hanwha M&S was listed on the KOSPI that same month. The Tech division consists of Hanwha Vision, Hanwha Semitek, Hanwha Momentum, Hanwha Robotics, and others. The Life Division includes HANWHA GALLERIA, Hanwha Hotels & Resorts, and Ourhome.
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