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President Lim Jong-yoon’s side files a preliminary injunction banning the issuance of new shares. First hearing

Korea-U.S. side: “We are also reviewing Samsung Biotechnology and Hyosung in an integrated manner… Negotiations with OCI are the fastest.”

Hanmi Pharmaceutical

Hanmi Pharmaceutical

(Seoul = Larose.VIP) Reporter Ryu Soo-hyeon and Cho Hyun-young = Hanmi Pharmaceutical opposes the integration between Hanmi Pharmaceutical Group and OCI Group.[128940] The first hearing in the case of a provisional injunction banning the issuance of new stocks issued by brothers Lim Jong-yoon and Jong-hoon, the founder’s eldest and second sons, was held at the Suwon District Court on the 21st.

At a hearing held on this day at the Suwon District Court Civil Settlement Division 31 (Chief Judge Cho Byeong-gu), Hanmi Pharmaceutical CEO Lim Jong-yoon and Jong-hoon said, “This issuance of new shares was not for the company’s management purpose, but for the private benefit of specific people, so the new share preemptive rights “It is invalid because it violates the rights of shareholders.”

The issuance of new shares must be allocated to a third party when it is necessary for management purposes such as improving the financial structure, but the Hanmi Group is illegal because the Hanmi Group Chairman Song Young-sook, the mother of the two brothers, carried out the issuance for the personal purpose of seizing management power without such purpose. This is their argument.

He continued to argue that the paid-in capital increase through third-party allocation in the context of a management rights dispute was invalid, adding that there was unresolved tension as the owner’s family members held a similar amount of shares.

Also, Hanmi Science[008930]He also said that because the financial structure is sound, there is no need to urgently raise funds, and because OCI Group’s business areas are different from those of the pharmaceutical company, it appears that no systematic review has been conducted on the integration.

In response, Hanmi Group’s lawyer said, “The reality of the domestic pharmaceutical industry is small and difficult. For one new drug to succeed, 14 years of research and 1.8 trillion won in funds are needed, so capital expansion and strategic alliances with other companies are desperately needed.” He countered.

Regardless of the urgency of securing financial resources, the company explains that OCI Group is a suitable partner to maintain the company stably in the future by receiving funding. Although the company independently reviewed the possibility of integration with various companies such as Samsung BioLogics and Hyosung, negotiations with OCI Group proceeded the fastest, and it was also said that OCI Group’s global sales network would be utilized for product sales.

Regarding the claim that it was a management rights dispute, he said, “It was not a management rights dispute and there were no signs of such a situation. During the inheritance negotiations, Chairman Song decided to acquire twice as much stock as the legal inheritance share, and creditors received other property instead. “It is reasonable to assume that an agreement has been reached regarding Chairman Song’s management rights,” he countered.

He added that if the capital increase had been promoted unreasonably through shareholder allocation, it would have been difficult for Presidents Lim Jong-yoon and Lim Jong-hoon to take over due to financial circumstances, and damage would have been incurred to minority shareholders, adding that issuance of new shares through third-party allocation was an inevitable choice.

OCI Holdings, which participated as an auxiliary participant, said, “Hanmi Science maintains its status as an intermediate holding company in the integrated group, so it is different from the creditor’s (President Lim Jong-yoon’s) claim that it is unilaterally transferred to OCI Group.”

The next interrogation date was set for the 6th of next month.

Previously, on the 12th of last month, Hanmi Group and OCI Group, a materials and energy company, signed an agreement to integrate through in-kind investment by each company and the issuance and acquisition of new shares.

OCI Holdings[010060]spent KRW 770.3 billion to acquire a total of 27.0% of Hanmi Science’s shares, including 18.6% from old stock and in-kind investment, and 8.4% from new stock issuance. Major shareholders of Hanmi Science, including President Lim Joo-hyun, are OCI.[456040] It was decided to acquire a 10.4% stake.

However, brothers Lim Jong-yoon and Jong-hoon opposed the integration and filed a preliminary injunction against Hanmi Science to prohibit the issuance of new shares. They subsequently announced their intention to return to management as CEO of Hanmi Pharmaceutical and CEO of Hanmi Science, respectively, making the management rights dispute between the owners more visible.

hyun0@yna.co.kr

Report to KakaoTalk okjebo 2024/02/21 18:15 Sent

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