Worth reading
47Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
9000
KRW 100 million (equivalent to ¥99.0 billion)Wording
Avoiding a definitive answer
How definitive the wording is.This transaction
This transactionCounterpartyKyobo Life Insurance Co., Ltd.
Disclosing companySBI Holdings,Inc.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Execution Date / Effective DateThe first transfer was completed on 2 May 2025. The final share transfer execution date, which is also the date on which the specified subsidiary changes, is scheduled to be no later than 31 March 2026. The date may be separately determined by agreement between the Company and Kyobo Life Insurance.
Target company
Location Seoul, South Korea
Consideration and expenses
Acquisition priceKRW 900.0 billion / ¥99.0 billion (converted at KRW 1 = ¥0.11)
Type of ConsiderationCash (stated as the transfer price)
Amount of extraordinary income (loss)A gain on sale is expected to be recognized. The amount is currently under review. It will be recognized when SBI Savings Bank becomes an equity-method affiliate.
Impact on Business Performance
The impact of SBI Savings Bank's results on the Company's consolidated results is expected to be immaterial. The amount of the gain on sale is currently under review.
Procedures and assumptions
Conditions Precedent to ExecutionApproval from the relevant Korean financial authorities. Approval for this change has been obtained.
Management structure after acquisitionFollowing execution of the final share transfer, the number of directors dispatched by the Company Group will always be at least 1 fewer than the number dispatched by Kyobo Life Insurance. SBI Savings Bank is expected to cease being a consolidated subsidiary of the Company and become an equity-method affiliate. The Company Group will hold a 70% economic interest.
| Item | Details |
|---|---|
| Transaction name | This transaction |
| Counterparty name | Kyobo Life Insurance Co., Ltd. |
| Name of the Subject Company | SBI Savings Bank Co., Ltd. |
| Location of the Subject Company | Seoul, South Korea |
| Acquisition price | KRW 900.0 billion / ¥99.0 billion (converted at KRW 1 = ¥0.11) |
| Type of Consideration | Cash (stated as the transfer price) |
| Number of shares acquired | Shares transferred: 156,147,223 shares in total (voting rights: 156,147,223). First transfer: 26,545,028 shares; second transfer: 129,602,195 shares. |
| Voting rights ownership percentage | Before 100％ → after 41.34％ |
| Amount of extraordinary income (loss) | A gain on sale is expected to be recognized. The amount is currently under review. It will be recognized when SBI Savings Bank becomes an equity-method affiliate. |
| Impact on Business Performance | The impact of SBI Savings Bank's results on the Company's consolidated results is expected to be immaterial. The amount of the gain on sale is currently under review. |
| Execution Date / Effective Date | The first transfer was completed on 2 May 2025. The final share transfer execution date, which is also the date on which the specified subsidiary changes, is scheduled to be no later than 31 March 2026. The date may be separately determined by agreement between the Company and Kyobo Life Insurance. |
| Conditions Precedent to Execution | Approval from the relevant Korean financial authorities. Approval for this change has been obtained. |
| Management structure after acquisition | Following execution of the final share transfer, the number of directors dispatched by the Company Group will always be at least 1 fewer than the number dispatched by Kyobo Life Insurance. SBI Savings Bank is expected to cease being a consolidated subsidiary of the Company and become an equity-method affiliate. The Company Group will hold a 70% economic interest. |
Items this document does not state (19)
Business Description of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountDate of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial Committee
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.As the Company and Kyobo Life Insurance continued discussions regarding this transaction, both parties agreed to review certain aspects of the terms agreed and disclosed previously, and approval for the revisions was obtained from the relevant Korean financial authorities.
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