IPO Effectively Canceled... Complete Management Control Recovered
30% FI Stake Acquired Over-the-Counter for 859.2 Billion Won
"Enhancing Management Efficiency and Enabling Restructuring"
SK Innovation will convert its lubricant business subsidiary, SK Enmove, into a wholly owned subsidiary. This follows the acquisition of the remaining 30% stake held by external financial investors (FIs), in addition to its existing 70% share. This move marks the abrupt suspension of the previously planned initial public offering (IPO) after the company transitioned to a co-CEO system under Jang Yongho and Chu Hyungwook in May of this year.
On June 25, SK Innovation announced that its board of directors had resolved to acquire 12 million shares (a 30% stake) in SK Enmove, held by Eco Solution Holdings, for 859.26 billion won in an over-the-counter transaction. The transfer of shares is scheduled to be completed as of July 2. The acquisition price per share is 71,605 won.
Eco Solution Holdings is a special purpose company (SPC) established by IMM Credit Solution (ICS), a domestic private equity affiliate, for the purpose of investing in SK Enmove. In 2021, it participated as a joint investor alongside SK Innovation. At that time, the structure was designed so that, if SK Enmove went public through an IPO, the FI could sell its stake at a premium and realize profits.
However, considering the recent downturn in the IPO market and the volatility in corporate valuations, SK Innovation has temporarily suspended its listing plans. Instead, the company has opted to directly acquire the FI’s stake, thereby concluding its relationship with the investor. This move is seen as an effort to strengthen management control and secure strategic oversight amid uncertainties in the capital market. SK Innovation emphasized that this decision is "optimal for enhancing the company’s strategic direction and the management efficiency of SK Enmove."
The funds for this transaction will be raised through the issuance of exchangeable bonds (EB) and the disposal of treasury shares. SK Innovation plans to sell approximately 3.4 million common shares (about a 2.25% stake) and issue exchangeable bonds linked to these shares to raise around 376.7 billion won. The maturity date for the exchangeable bonds is December 31, 2026.
Meanwhile, SK Enmove operates the premium brand "ZIC" in the global lubricant market. With this conversion to a wholly owned subsidiary, SK Innovation is expected to reorganize the role and positioning of the group’s lubricant business under its intermediate holding company structure.
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