“Difficult to proceed without shareholder and market support”
Energylity-Robotics split-merge plan to be pursued
Need to supplement content demanded by FSS for 2nd revision,
Bundang Doosan Tower. Provided by Doosan Co., Ltd.,
, ‘Doosan Group has withdrawn its absorption-merger plan for Doosan Bobcat and Doosan Robotics, which it had set as the ultimate goal of its governance restructuring. This can be seen as yielding to the pressure from financial authorities. However, the plan to divide and merge Doosan Bobcat as a subsidiary of Doosan Energylity is still on track. This is to improve the financial structure of Doosan Energylity and to target the booming global nuclear power generation market.’,
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, ‘On the 29th, Doosan Bobcat and Doosan Robotics each held board meetings and resolved to cancel the comprehensive stock exchange agreement between the two companies. After the resolution, each company will submit letters signed by their respective CEOs stating that “even if the business restructuring direction is expected to be positive, we believe it will be difficult to proceed without sufficient support from shareholders and the market.” They also stated, “We will continue to seek ways for synergy between the two companies, including reconsidering the business restructuring based on future communications with the market and institutional improvements.”‘,
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, ‘However, Doosan Group plans to proceed with the split-merger between Doosan Energylity and Doosan Robotics as originally planned for the purpose of improving the financial structure of Doosan Energylity. In the process of dividing Doosan Bobcat, Doosan Energylity will transfer over 700 billion won of debt to the newly established entity. With the disposal of non-operating assets to secure 500 billion won in cash, there will be a new investment capacity of around 1 trillion won. Doosan Energylity has set a goal to expand its production facilities to build more than four large nuclear power plants annually for the next five years, as well as a facility for manufacturing 20 small modular reactors (SMRs) per year. A Doosan Energylity official stated, “As explained in the shareholder letter sent early this month, it is important to secure investment capacity through business restructuring in order to timely expand production facilities in light of unprecedented business opportunities in the global nuclear power sector.”‘,
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, ‘According to the revised plan, when the governance restructuring is completed, Doosan Robotics will hold a 46% stake in Doosan Bobcat. The substantial control over Doosan Bobcat by the holding company Doosan will rise from the existing 13.8% to around 27%.’,
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, ‘Due to the change in plans, the schedule for Doosan’s governance restructuring is expected to be delayed. The shareholders’ meeting originally scheduled for September 25th was set to take place. The two companies plan to submit a revised registration statement reflecting the demands for revision from financial authorities and reschedule events such as interim general meetings. On the 26th, the Financial Supervisory Service pointed out in its second request for revision that Doosan Energylity did not set a favorable merger ratio for Doosan Robotics as a result of the split, raising questions on how Doosan Group will justify not projecting a negative future for the newly established entity in the new revised registration statement, which is crucial.’