PharmaResearch announced on the 13th that it will carry out a spin-off through a board resolution into a holding company 'PharmaResearch Holdings,' responsible for investments, and a newly established company 'PharmaResearch' that will engage in existing aesthetic (skin beauty) business. A spin-off refers to the process of dividing a single corporation and re-listing it while allocating shares of the new company to existing shareholders proportionally.
The company noted that the reason for this restructuring of the governance structure is a strategic decision aimed at separating business and investment functions to enhance expertise in each institutional sector and improve operational efficiency.
PharmaResearch Holdings will focus on managing subsidiaries and strategic investments as the control tower of the group in the future, while the newly established PharmaResearch will concentrate on the growth of core aesthetic businesses such as medical devices, pharmaceuticals, and cosmetics.
The partitioning ratio is 0.7427944 for PharmaResearch Holdings and 0.2572056 for PharmaResearch. After the partitioning, total assets are expected to be approximately 580.2 billion won (PharmaResearch Holdings) and 219.5 billion won (PharmaResearch).
This spin-off is expected to be confirmed through a special resolution by shareholders at the extraordinary shareholders' meeting scheduled to be held in October. If approved by the shareholders' meeting, the partitioning date will be November 1, and the company will undergo re-listing procedures thereafter.
A spokesperson for PharmaResearch said, "Through this spin-off, we will further strengthen competitiveness in each business area and establish a system that can respond more proactively to the rapidly changing global market," and added, "The transition to a holding company system will be an important stepping stone for long-term growth and enhancement of corporate and shareholder value at the group level."
PharmaResearch has decided to retire all of its treasury shares on June 20 as part of its shareholder return policy.
In the meantime, in the domestic pharmaceutical and bio industry, last month, Samsung Biologics and the holding company of Samyang Group, Samyang Holdings, announced a restructuring plan through a spin-off. Samsung Biologics stated it would establish 'Samsung Bioepis Holdings' through the spin-off method, and shortly after, Samyang Holdings announced that it would separate the BioPharm Group into a separate business entity to create 'Samyang BioPharm.' This marks the split listing process of Samyang BioPharm, four years after it was absorbed and merged into Samyang Holdings in 2021.
All these corporations agreed that it is a strategy aimed at maximizing the professionalism of the business and investment efficiency. They believe that partitioning the business is preferable in actively responding to rapidly changing market conditions. Comparing a physical partitioning where the parent company retains 100% equity of the new company with a spin-off, the spin-off is a method that relatively considers shareholders. While the market's attention may temporarily boost stock prices, fundamentally, it does not improve corporate value.