AIN HOLDINGS announced that it would introduce a defensive measure involving a gratis allotment of stock acquisition rights, subject to approval at an extraordinary general meeting of shareholders, to curb the accumulation of shares by Hong Kong-based Oasis Management.
According to large-shareholding reports, Oasis Management's voting-rights-based stake in AIN HOLDINGS reached 22.24% as of 19 August, up sharply from 16.68% in April. AIN HOLDINGS is considering holding an extraordinary general meeting of shareholders to require Oasis to explain its reasons if it seeks to increase its stake beyond 22.24% and to ask shareholders to assess the effectiveness of the defensive measure.
Oasis has described its motive for increasing its stake as "pure investment," but AIN HOLDINGS has pointed out that the purpose of the share acquisitions has not been sufficiently disclosed. Further accumulation remains possible, raising concerns about the impact on the company's medium- to long-term corporate value and shareholder interests.
The key element of the defensive measure is dilution through a gratis allotment of stock acquisition rights, subject to approval by a majority and Oasis withdrawing its proposed additional purchases. If Oasis does not provide an explanation of its reasons, the framework will allow the measure to be activated without going through a shareholders' meeting.
The defensive measure will remain effective until the conclusion of the first meeting of the board of directors held after the ordinary general meeting of shareholders through the end of July 2027. AIN HOLDINGS said it would seek to provide shareholders with information, evaluate the proposal at board meetings and proceed with negotiations, thereby securing the time needed for shareholders to make a decision.