ConnectWave 2nd Largest Shareholder Tender Offer Participation

MBK Partners' e-commerce platform company 'Connectwave' is currently conducting a tender offer for the remaining shares, with Kim Gi-rok, the second-largest shareholder and chairman of the Connectwave board, participating in the tender offer and selling all of his 9.29% stake (5,226,469 shares).

According to the Financial Supervisory Service's electronic disclosure system on the 3rd, the investment purpose company established by MBK Partners, 'Korea E-commerce Holdings II Co., Ltd.', submitted an amended report due to a correction in the disclosure related to the participation of special related party Kim Gi-rok in the tender offer.

The report shows that Chairman Kim Gi-rok recently agreed with MBK Partners to participate in the tender offer and sell his shares. With Kim Gi-rok's participation, the number of common shares Korea E-commerce Holdings II Co., Ltd. plans to tender has increased from 16,647,864 shares (29.61% of the total potential issued shares) to 21,874,333 shares (38.90% of the total potential issued shares).

The tender offer price remains unchanged at 18,000 KRW per share. The tender offer period is 26 days, from April 29 to May 24. MBK Partners plans to acquire all remaining shares, including those of Chairman Kim Gi-rok, through the tender offer and proceed with delisting.

Meanwhile, if MBK Partners acquires the shares sold by Chairman Kim Gi-rok through the tender offer, it will secure more than 70% of the total potential issued shares, enabling a comprehensive stock exchange requiring a special resolution at the shareholders' meeting under Article 360-3 of the Commercial Act.

A comprehensive stock exchange is a method where shareholders of a company becoming a wholly owned subsidiary exchange their shares for shares of the wholly owning parent company. In this case, a cash payment type of comprehensive stock exchange is also possible, where cash is paid instead of delivering shares of the wholly owning parent company.

Market insiders analyze that, considering recent cases such as Lutronik and Ssangyong C&E, the visibility of Connectwave's delisting has increased. MBK Partners plans to purchase all shares tendered regardless of the tender offer participation rate, and the tender offer payment will be made in cash.

The securities company handling this tender offer is NH Investment & Securities. Connectwave shareholders can participate in the tender offer through NH Investment & Securities branches, its website, Home Trading System (HTS), or Mobile Trading System (MTS).

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