[At a Crossroads for Listed Companies] PSMC, Who Is the New Largest Shareholder 'Jiil Isam Gonggyoyuk'? ②

[Asia Economy Reporter Jang Hyowon] The largest shareholder of PSMC, a company listed on KOSDAQ, is set to change to Jil Isam Gong Education (G1230 Education). Jil Isam Gong Education is a company that previously prepared for direct listing on KOSDAQ and was registered in the over-the-counter market (K-OTC), but was delisted in 2018.

According to the Financial Supervisory Service's electronic disclosure on the 28th, PSMC's largest shareholder F&T signed a contract on the 21st to transfer 13,465,902 shares (33.65%) of management rights stocks to Jil Isam Gong Education Co., Ltd. and TCS Korea at 1,708 KRW per share, totaling 23 billion KRW.

Jil Isam Gong Education will acquire 8,782,150 shares (21.94%), and TCS Korea will acquire 4,682,752 shares (11.71%). Jil Isam Gong Education must raise 15 billion KRW, and TCS Korea must raise 8 billion KRW. A deposit of 2.3 billion KRW was paid on the contract day, and the remaining 20.7 billion KRW is scheduled to be paid on June 11.

After the contract is completed, Jil Isam Gong Education, which will become the largest shareholder, is a tutoring academy that teaches English, mathematics, and other subjects to elementary, middle, and high school students. As of the end of March 2020 (fiscal year ending March), it recorded annual sales of 10.4 billion KRW and a net loss of 1.6 billion KRW. The company's total assets are 5.9 billion KRW, with liabilities of 5 billion KRW. It is partially in a state of capital erosion.

Previously, Jil Isam Gong Education was registered on the over-the-counter market K-OTC in April 2017. It also signed an IPO underwriting contract with Kiwoom Securities to list on KOSDAQ. However, it did not submit the regular business report the following year and was eventually delisted from K-OTC after about a year.

Afterwards, Jil Isam Gong Education attempted to participate in acquiring management shares of KOSDAQ company Woosoo AMS in 2019 but canceled midway. It also tried to acquire 5 billion KRW worth of convertible bonds (CB) from Lightron but withdrew on the payment day. CEO Cheon Min-woong also served as an outside director at Yulho from December 2019 to June 2020.

TCS Korea is a corporation established in 2017 with a capital of 50 million KRW. The only inside director is CEO Kim Jae-eon. TCS Korea received a debt guarantee from Fortis, a KOSDAQ-listed company currently suspended from trading, in 2019. It also has a history of financial lending transactions with Arion, which is also currently suspended from trading.

The market reports that this PSMC share acquisition deal was led by Mr. O. Mr. O is a figure who served as CEO of KOSDAQ-listed Inowise (formerly Hwashin Tech) in 2019. Inowise was suspended from trading the following year due to a disclaimer of audit opinion.

Cheon Min-woong, CEO of Jil Isam Gong Education, said, “We plan to proceed with education and metaverse businesses after acquiring PSMC, but it is not yet at a concrete stage.”

Regarding Mr. O, he said he knows who he is. However, when asked whether they proceeded with the PSMC acquisition together, he said, “No comment.”