iFamilySC's "Rom&nd"
Tender offer worth up to 56 billion won; management control recognized

Japanese trading house Marubeni will launch a tender offer for shares in KOSDAQ-listed iFamilySC, which operates the color cosmetics brand rom&nd. iFamilySC is also known as the company led by CEO Kim Tae-wook, husband of actress Chae Si-ra.


Actress Chae Si-ra (right) and her husband, Kim Tae-wook, co-CEO of iFamilySC. Yonhap News.

Actress Chae Si-ra (right) and her husband, Kim Tae-wook, co-CEO of iFamilySC. Yonhap News.

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According to the Korea Exchange, iFamilySC shares closed at 10,940 won on the previous trading day, up 29.93% (2,520 won) from the prior session. Welliant Co., Ltd., in which Marubeni is the largest shareholder, announced that it would make a tender offer for iFamilySC common shares over a 20-day period ending on November 11. The settlement date is November 13. NH Investment & Securities is managing the offer. The offer price is 12,000 won per share, 42.5% above the previous day's closing price of 8,420 won. The planned purchase volume is 20% (3,336,277 shares) to 28% (4,670,788 shares) of the total shares issued.


The tender offer consideration could total up to approximately 56 billion won. However, if the number of shares tendered falls short of the minimum target, not a single share will be purchased. Conversely, if tenders exceed the maximum of 28%, the company will purchase shares on a pro rata basis, up to the maximum volume. A total of 7,199,656 shares held by the existing largest shareholder and treasury shares, among others, are excluded from the tender offer.


On October 22, Marubeni reached an agreement with co-CEOs Kim Tae-wook and Kim Sung-hyun to form a joint holding relationship. As of the end of June this year, CEO Kim Tae-wook held a 28.4% stake, while CEO Kim Sung-hyun held 14%. The two co-CEOs agreed not to tender their shares in the offer.


If the tender offer reaches its maximum, Marubeni's 28% stake, added to the approximately 42% held by the two co-CEOs, would bring their combined holdings to about 70%. Marubeni will recognize the two co-CEOs' management control, and they have agreed to remain in their executive positions for at least three years.


'rom&nd,' the flagship color cosmetics brand of iFamilySC. iFamilySC

'rom&nd,' the flagship color cosmetics brand of iFamilySC. iFamilySC

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After the tender offer, Marubeni will have the right to appoint at least one director, in proportion to its shareholding. An investment committee will also be established to advise the chief executive officer (CEO). A business development division and a corporate planning division will be newly created under the CEO. Directors appointed by Marubeni will oversee overseas strategy and brand expansion projects. The newly established organizations will also support the search for global business partners, the review of investment opportunities, and post-merger integration (PMI).



iFamilySC began as an online wedding venue business in 2000. It changed its name to its current one in 2012 and was listed on KOSDAQ in 2021. The company has expanded its business in overseas markets, led by its color cosmetics brand rom&nd, known for products such as lip tints. It has built particularly strong brand recognition in Japan. Marubeni is one of Japan's leading trading houses. The companies said they have no finalized plans regarding a merger, spin-off, or transfer of business following the tender offer.


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