Today & Tomorrow Co., Ltd. (KOSE:A046110) entered into a merger agreement to acquire Hanil Telecom Co., Ltd. from Hanil Cement Co., Ltd. (KOSE:A003300), Handuck Development Co. Ltd. and Hanil Engineering & Construction Co., Ltd. (KOSE:A006440) for KRW 2.9 billion in stock on October 18, 2012. The merger ratio is 3.94. Under the transaction, 0.79 million shares will be issued as consideration. On completion, Hanil Telecom will be dissolved. Hanil Telecom reported total assets of KRW 3.67 billion, net assets of KRW 2.81 billion, revenues of KRW 4.28 billion, net profit of KRW 428.19 million and operating profit of KRW 430.78 million in 2011.

The resolution of the Board of Today & Tomorrow Co., Ltd. was given on October 18, 2012. Board of Today & Tomorrow Co., Ltd. approved the transaction on November 19, 2012. The approval of the shareholders of Hanil Telecom is expected in a general meeting on November 19, 2012. As November 19, 2012, shareholder general meeting for merger approval will be replaced by Board approval as it corresponds to small-scale merger. The transaction is expected to close on January 1, 2013. The new shares are expected to be allocated on January 15, 2013 and are expected to be listed on January 16, 2013. The new shares will have a lock up period of 1 year. Daejoo Accounting Corporation acted as a valuer in the transaction.

Today & Tomorrow Co., Ltd. (KOSE:A046110) completed the acquisition of Hanil Telecom Co., Ltd. from Hanil Cement Co., Ltd. (KOSE:A003300), Handuck Development Co. Ltd. and Hanil Engineering & Construction Co., Ltd. (KOSE:A006440) on January 1, 2013. The new shares issued are expected to list on January 21, 2013.