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Photo courtesy of Yonhap News |
[Alpha Biz= Kim Jisun] Global private equity firm Bain Capital is set to launch a second tender offer for Ecomarketing, seeking to swiftly acquire the remaining shares in the market and accelerate its previously stated plan to delist the company.
According to investment banking (IB) industry sources on the 25th, Bain Capital will conduct the tender offer from the 26th through the 25th of next month, spanning a total of 31 days. The offer price has been set at KRW 16,000 per share, the same as in the first tender offer. The target comprises all remaining outstanding shares—5,983,641 shares, representing 19.28% of Ecomarketing’s equity. The transaction is expected to involve approximately KRW 95.7 billion, with NH Investment & Securities serving as the lead manager.
Previously, on December 31 last year, Bain Capital entered into a share purchase agreement (SPA) to acquire 13,534,588 shares from Ecomarketing’s founder and CEO Kim Cheol-woong and AI Marketing Group at KRW 16,000 per share, totaling KRW 216.5 billion.
Bain Capital also acquired an additional 10,696,106 shares through the first tender offer conducted from the 2nd to the 21st of this month. Including the shares to be acquired from CEO Kim and others, as well as shares held by the employee stock ownership association under a voting rights agreement, Bain Capital’s ownership in Ecomarketing has reached approximately 81%.
In its initial tender offer filing, Bain Capital disclosed plans to take prompt steps toward delisting in accordance with relevant regulations. Through the second tender offer, the firm aims to accumulate as many additional shares as possible. Even if full ownership is not achieved following the second tender offer, Bain Capital is expected to pursue delisting via a comprehensive share exchange.
A comprehensive share exchange is a procedure stipulated under the Commercial Act, allowing a controlling shareholder holding at least 67% of voting rights to exchange minority shareholders’ shares for shares of the wholly owning parent company, subject to approval by a special resolution at a shareholders’ meeting.
Alphabiz Reporter Kim Jisun(stockmk2020@alphabiz.co.kr)
