Sky72, Mystery of the Second Largest Shareholder

Significant Amount of Nest Holdings Convertible Bonds
Entering Additional Acquisition of Sky72

[Asia Economy Reporter Dongwoo Lee] It has been confirmed that the second largest shareholder of Sky72, which has been illegally operating for five months by occupying the Incheon International Airport site without permission, has suddenly changed from Imkwang Development to Nest Holdings. Nest Holdings is the holding company of Sky72 Golf Course and Nest Hotel, where Kim Young-jae, CEO of Sky72, is the largest shareholder.

According to the 2020 audit report submitted by Sky72 to the Financial Supervisory Service on the 13th, as of the end of last year, Nest Holdings owned 672,600 shares (17.7%) of Sky72, becoming the second largest shareholder. On the other hand, Imkwang Development, which held 665,000 shares and was the second largest shareholder until 2019, was excluded from the Sky72 shareholder status. It is also notable that the number of shares held by Nest Holdings, the new second largest shareholder, is 7,600 shares more than those held by Imkwang Development.

Nest Holdings is a holding company that owns 100% of the shares of ONS Global, the largest shareholder of Sky72. Kim, the CEO, holds 60% of Nest Holdings. Considering this, Kim's stake in Sky72 has effectively increased by 403,560 shares. When combined with the shares of ONS Global, it is understood that Kim's official stake in Sky72 reaches approximately 39.4% of the total.

The industry believes that even if Imkwang Development sold its shares to Nest Hotel, the discrepancy in the number of shares between the two companies indicates that a significant portion of the 46 billion KRW convertible bonds (CB) issued twice in January and March 2020 was used for additional acquisition of Sky72 Golf Course.

Earlier, Incheon Airport Corporation notified Nest Hotel on the 11th of the termination of the 'Implementation Agreement' related to the issuance of convertible bonds. The termination of the Implementation Agreement was due to Nest issuing CBs without obtaining approval from Incheon Airport Corporation. The Implementation Agreement stipulates that if there is a change of 5% or more in shares, consultation or approval from the corporation is required.

Convertible bonds are bonds that can be converted into the issuing company's shares at the request of the holder after a certain period. In this process, since there is no room for intervention by the bond issuer or third parties, the airport corporation judges that once convertible bonds are issued, share changes can occur regardless of the corporation's approval.

The corporation, having confirmed this fact in November last year, repeatedly requested correction of the Implementation Agreement breach until the end of last month but only received a general reply from Nest stating that 'no share change has occurred yet.'

An industry insider said, "The increase in shares by CEO Kim and other major shareholders of Sky72 is interpreted as a judgment that golf course operations can continue for the time being."

Meanwhile, Sky72 is currently continuing golf course operations while engaging in legal disputes despite the expiration of the contract with Incheon Airport Corporation. During the golf course operation period (2005?2019), Sky72 recorded cumulative sales of 955.9 billion KRW and net profit of 164.4 billion KRW, with shareholder dividends amounting to 119.1 billion KRW during this period. Unlike listed companies on the stock exchange, which have a dividend payout ratio of around 30%, Sky72 has paid dividends more than twice that amount (dividend payout ratio of 72.4%), resulting in enormous profits for the largest shareholder.

This content was produced with the assistance of AI translation services.