Shinsegae Food Accelerates Incorporation as E-mart's Wholly Owned Subsidiary... Delisting on June 8

Shinsegae Food is accelerating the process of being incorporated as a 100% wholly owned subsidiary of its largest shareholder, E-mart, and is entering the steps for a voluntary delisting. Through a public disclosure on the 16th, Shinsegae Food announced that following a board of directors resolution on the 15th, it has advanced major schedules such as the extraordinary general meeting of shareholders compared to the original plan and finalized the schedule for shareholder meetings.

The biggest change is the schedule for the extraordinary general meeting of shareholders. Originally scheduled for June 12, the meeting has been moved forward by more than a month to April 30. Accordingly, the exercise period for stock purchase claims is from April 30 to May 20, and the date of stock exchange and transfer has been finalized as June 8. The suspension of trading is scheduled to take place from June 4 to June 24.

The stock exchange ratio has been determined at 1 for E-mart to 0.5031313 for Shinsegae Food. Under this method, approximately 0.5 shares of E-mart common stock will be allocated for each share of Shinsegae Food common stock. In particular, to protect minority shareholders, Shinsegae Food calculated the final exchange price at 50,191 won per share by applying a 3.0% premium to the arithmetic average price. The exchange consideration will be paid using treasury shares held by E-mart without issuing new shares, thereby preventing the dilution of equity value.

As the objectives of this voluntary delisting, Shinsegae Food cited the establishment of a swift decision-making system and mid-to-long-term business restructuring, the reduction of listing maintenance and disclosure costs, and the resolution of structural undervaluation caused by limited stock liquidity. The strategy is to maximize management efficiency by combining E-mart's distribution infrastructure with Shinsegae Food's food and beverage capabilities.

Meanwhile, Shinsegae Food will hold two meetings for shareholder communication. The first will be held on April 24, and the second on May 7 at the Shinhan Securities headquarters (TP Tower) in Yeongdeungpo-gu, Seoul. Shareholders who oppose this stock exchange must notify the company in writing of their dissent by April 29 to exercise their stock purchase claims, and the expected purchase price is 48,876 won per share.