Analysis suggests that the Kolmar Group's owners, who are engaged in a dispute over management rights, have collateralized about 90% of their equity holdings, which could become a burden in future conflicts. While stock-backed loans may not directly influence the management rights dispute, if stock prices decline after the conflict, the potential for forced sales and stock return issues resulting from lawsuit outcomes could affect the landscape of the management rights dispute.

According to the Financial Supervisory Service's electronic disclosure system on the 11th, Yoon Sang-hyun, vice chairman of Kolmar Holdings, provided 9,746,090 shares as collateral to a financial institution to obtain a loan of about 46 billion won. This amount represents 89.4% of the 10,893,160 shares held by Vice Chairman Yoon. Yoon Yeo-won, the representative of Kolmar BNH, has also secured funds by collateralizing 98.1% (2,555,999 shares) of the equity he owns in Kolmar Holdings. The loan amount, including the collateral of 255,600 shares of Kolmar BNH, reaches 28.2 billion won.

From the left, Chairman Dong-Han Yoon of Kolmar Korea, Vice Chairman Sang-Hyun Yoon, and CEO Yeowon Yoon of Kolmar BNH./Courtesy of Kolmar Korea

Vice Chairman Yoon Sang-hyun and Representative Yoon Yeo-won are embroiled in a dispute over the management rights of Kolmar BNH. After inheriting equity from their father Yoon Dong-han, chairman of Kolmar Holdings, in 2019, Vice Chairman Yoon took charge of Kolmar Holdings, while Representative Yoon managed Kolmar BNH. The dispute arose when Vice Chairman Yoon requested in April that he and Lee Seung-hwa, former vice president of CJ CheilJedang, be appointed as internal directors, citing poor business performance at Kolmar BNH.

As the owners' management rights dispute erupted, the stock price of Kolmar Holdings surged. By mid-last month, the stock price, which had been around 12,000 won, exceeded 20,000 won following news of the management rights dispute. On the 10th, the stock closed around 16,000 won.

Industry insiders are paying attention to the loans taken against the Kolmar Holdings equity held by the owners who are engaged in a management rights dispute. The recent surge in Kolmar Holdings' stock price is attributed more to the management rights dispute than to improvements in fundamentals or performance. Consequently, if the stock price returns to normal after the dispute, the loans backed by equity could become a significant burden for the owners.

The shares provided as collateral can still exercise voting rights. However, the potential for forced sales due to stock price declines or additional collateral requirements could pose burdens.

The collateral ratio of the shares the owners have provided to financial institutions ranges between 110% and 170%. If the value of the collateralized equity falls below the value of the collateral, they may be required to provide additional collateral or face forced sales of the shares. Currently, the highest collateral value among them is Kolmar Holdings, which is in the mid-9,000 won range per share. With the stock price skyrocketing due to the management rights dispute, there are no immediate concerns about the collateral ratio.

However, the fact that Kolmar Holdings' stock price did not reach the 7,000 won range before the management rights dispute poses a burden for them. If the stock price moves towards fundamentals, the possibility that it could fall below the collateral value is being raised again. In fact, due to the poor stock price performance raising concerns about forced sales of the owners' collateralized shares, Kolmar Holdings attempted to support the stock price through a value-up announcement. Kolmar Holdings was the first holding company and the third among domestic listed companies to announce a value-up plan, based on consulting aimed at boosting its stock price.

It is not a recent occurrence that Kolmar Holdings' shares have been collateralized. The siblings have been steadily increasing their ratio of collateralized shares after receiving shares from Chairman Yoon Dong-han, in order to pay gift taxes and other expenses. Currently, most of their owned shares are in a collateralized state.

A source in the securities industry noted, "Kolmar Group's owners have felt significant pressure on the stock price from multiple stock-backed loan contracts and the possibility of forced sales," adding that "management rights disputes will eventually end, and there is a high possibility that the stock price will return to normal, so they need to consider countermeasures for the stock price during the dispute process."

Attention is also focused on the results of the equity return lawsuit filed by Chairman Yoon Dong-han against Vice Chairman Yoon Sang-hyun. Chairman Yoon filed the lawsuit, claiming that he gifted the equity based on the condition of independent management of Kolmar Holdings and Kolmar BNH last month. If a ruling is made to return the equity, Vice Chairman Yoon will have to repay the loan and return the shares. The shares of Kolmar Holdings received by Vice Chairman Yoon amount to 4.6 million shares, which is half of his current holdings.

However, given the issues of changing major shareholders and the associated interest on stock-backed loans, industry observers believe that even if the trial results favor Yoon Dong-han, the likelihood of actually returning the equity is low. This is viewed as a move to file a lawsuit to mediate the management rights dispute.

A source in the securities sector remarked, "If we simply calculate the interest on stock-backed loans at 5%, Vice Chairman Yoon Sang-hyun's interest expenses over the next five years could reach hundreds of millions of won," noting that "Chairman Yoon Dong-han appears to choose this as a means to facilitate a settlement rather than actually seeking to return the equity."

※ This article has been translated by AI. Share your feedback here.