STX Metal Co.,Ltd. completed the acquisition of STX Heavy Industries Co., Ltd. from STX Corp., STX Offshore & Shipbuilding Co., Ltd., STX Engine Co., Ltd. and STX Welfare Foundation.
January 16, 2013 at 11:00 pm EST
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STX Metal Co.,Ltd. (KOSE:A071970) signed a contract to acquire STX Heavy Industries Co., Ltd. from STX Corp. (KOSE:A011810), STX Offshore & Shipbuilding Co., Ltd. (KOSE:A067250), STX Engine Co., Ltd. (KOSE:A077970) and STX Welfare Foundation for approximately KRW 120 billion on September 24, 2012. Under the terms of the transaction, 0.3387028 common shares of STX Metal Co.,Ltd. will be distributed per 1 common shares held by the shareholders of STX Heavy Industries Co., Ltd. Following the merger, STX Metal Co.,Ltd. will be the surviving company while STX Heavy Industries Co., Ltd. will be dissolved. As per October 19, 2012, the merger ratio of the transaction has been changed from 1:0.3387028 to 1:0.3364175 and now STX Metal Co.,Ltd. will be issuing 21.13 million shares to acquire STX Heavy Industries Co., Ltd as part of the consideration. On completion, STX Engine Co., Ltd. will hold 3.49% stake, STX Offshore & Shipbuilding will hold 27.97% stake in STX Metal. On completion, STX Corp. will have 17.07% stake in STX Metal.
The merger was resolved by the Board of Directors of STX Metal Co.,Ltd. and STX Heavy Industries Co., Ltd. on September 24, 2012. The transaction is subject to approval by the shareholders of STX Metal Co.,Ltd. and STX Heavy Industries Co., Ltd. and a general shareholders' meeting for merger approval will be held by STX Metal Co.,Ltd. and STX Heavy Industries Co., Ltd. on November 22, 2012. The merger is scheduled to be completed on January 1, 2013. The distribution date of the new shares to be issued in the merger will be January 16, 2013 and listing date of the new shares will be January 17, 2013. As of October 22, 2012, the Board of Directors resolved acquisition of 12.15 million shares in STX Metal. As of November 22, 2012, the deal was approved by shareholders of STX Metal Co.,Ltd. The merger is expected to have a positive effect on the financials of STX Metal Co.,Ltd. Deloitte Anjin LLC acted as accountant to STX Metal Co.,Ltd.
STX Metal Co.,Ltd. (KOSE:A071970) completed the acquisition of STX Heavy Industries Co., Ltd. from STX Corp. (KOSE:A011810), STX Offshore & Shipbuilding Co., Ltd. (KOSE:A067250), STX Engine Co., Ltd. (KOSE:A077970) and STX Welfare Foundation on January 17, 2013. After completion, STX Metal changed its corporate name to STX Heavy Industries and Lee Chan-woo, former Chief Executive Officer of STX Heavy Industries, has been appointed as new Chief Executive Officer of STX Metal.
STX Heavy Industries Co., LTD is a Korea-based company mainly engaged in the manufacture of ship engine components. The Company operates its business mainly through engine component segment and shipbuilding material segment. Its engine component segment mainly produces diesel engine components, including cylinder blocks, crank shafts, cylinder liners and turbochargers, cylinder heads, pistons, cam shafts and connecting rods, which are used in ships and power generators. Its shipbuilding material segment provides cargo oil pump systems, liquefied natural gas carrier (LNGC) insulation boxes, heavy fuel oil (HFO) supply system units and purifier units. On December 3, 2013, KDB and KOREA FINANCE CORPORATION respectively subscribed 15.99% and a 3.90% stake in the Company. After the private placement, KDB and KOREA FINANCE CORPORATION became the Company's top shareholder, replacing STX Engine Co,.Ltd and four related parties, which held a combined 61.94 pct stake in the Company.
STX Metal Co.,Ltd. completed the acquisition of STX Heavy Industries Co., Ltd. from STX Corp., STX Offshore & Shipbuilding Co., Ltd., STX Engine Co., Ltd. and STX Welfare Foundation.
STX HEAVY INDUSTRIES CO., LTD. 
