Hanwha : Decision on Acquisition of Sharesor Investment Certificatesof Other Corporations
February 23, 2022 at 08:52 pm EST
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Decision on Acquisition of Shares or Investment Certificates of Other Corporations
1. Details of issuing company
Name of company
Hanwha Systems UK LTD
Nationality
United Kingdom, UK
Representative
Dongwan Yoo
Capital stock (KRW)
1,625
Relationship to company
Affiliated company
Total number of shares issued
1
Main business
Satellite communication service
2. Details of acquisition
Number of shares to be acquired
220,588,970
Acquisition cost (KRW)
358,381,194,600
Equity capital (KRW)
1,032,682,379,959
Ratio to equity capital (%)
34.7
Classified as a large-sized corporation?
Yes
3. Number of shares held and shareholding ratio after acquisition
Number of shares held
220,588,971
Shareholding ratio(%)
100.00
4. Acquisition method
Cash
5. Purpose of acquisition
To acquire OneWeb's shares through Hanwha Systems UK LTD, HSC's overseas subsidiary, 100% owned by HSC
6. Scheduled acquisition date
2022-02-24
7. Subject to filing of a material fact report on asset acquisition?
No
-Total assets (as of the end of the latest fiscal year) (KRW)
2,695,070,123,421
Acquisition cost /Total assets(%)
13.3
8. Deemed a backdoor listing?
No
-Plan to increase capital through third-party allotment within six months?
No
9. Satisfying backdoor listing requirements for the issuing company (another corporation)?
No
10. Date of board resolution (decision date)
2022-02-22
-Attendance of outside directors
Present (No.)
4
Absent (No.)
-
-Attendance of auditors (members of Audit Committee who are not outside auditors)
-
11. Subject to reporting to the Fair Trade Commission?
No
12. Signed a put option contract, etc.?
No
-Details of agreements
-
13. Other matters to be factored into investment decisions
- As for Above Item No. 1. Details of Issuing Company, Hanwha Systems UK LTD is a newly created UK corporation in Oct. 2021, which is 100% owned by HSC.
- Above Item No. 1. Capital Stock and Total Number of Stock details are as of Public Disclosure Date.
- Above Item No. 2. Details of acquisition: Number of shares to be acquired is subject to change depending on transaction standard rates[$(USD)/GBP] on the acquisition date for the acquisition amount of USD $300,001,000.
- Above Items No. 1. Capital stock of issuing company and No. 2. Details of acquisition, acquisition cost(KRW) are based on the basic exchange rate(KRW 1,194.60 /USD, KRW 1,624.66/GBP as of Feb. 22nd 2022(per the listed exchange rate of Seoul Money Brokerage Services.)
- Above Item No. 2., Equity Capital and No. 7. Total Asset Amount are based on HSC's consolidated financial statements as of the end of year 2020.
- All members of HSC's Audit Committee are made up of Outside Directors.
- As Hanwha Systems UK LTD., is a corporation newly created in Oct. 2021, below "Condensed Financial Statements of Issuing Company" remains blank.
※Related disclosure
2022-02-22 Decision on Acquisition of Shares or Investment Certificates of Other Corporations
[Condensed Financial Statements of Issuing Company](KRW)
Category
Total assets
Total liabilities
Total shareholders' equity
Capital stock
Sales
Net income
External auditor's opinion
External auditor
Current fiscal year
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Previous fiscal year
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Two fiscal years prior
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Disclaimer
Hanwha Systems Co. Ltd. published this content on 24 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 February 2022 01:51:07 UTC.
Hanwha Systems Co Ltd is a Korea-based company principally engaged in the defense business. The Company operates its business through three segments. The Defense Business segment is engaged in the manufacture and sale of ground weapon systems, maritime weapons systems, aerospace systems and others. The Information and Communication Technology (ICT) Business segment is engaged in the provision of computer system design and construction, computer system consignment operation and information technology (IT) convergence engineering services. The New Business segment is engaged in the provision of satellite communication antenna, digital platform, electric sensors and others.