DCK Investment, an investment vehicle affiliated with Macquarie Asset Management, announced on July 20 a tender offer for KOSDAQ-listed Gabia at 48,000 won per share. The offer targets 9,805,505 shares (73.1% of issued stocks) excluding treasury stocks and controlling shareholder stakes, with a minimum acceptance threshold of 3,267,629 shares (24.3%). The tender aims to delist Gabia and convert it into a wholly-owned subsidiary. Separately on July 17, DCK Investment signed a contract to acquire 3,270,248 shares (24.4%) from co-CEO Kim Hong-guk and two related parties at the same 48,000 won price, totaling 156.97 billion won. Gabia has been embroiled in a dispute with activist fund Align Partners Asset Management, which holds a 14.3% stake as of Q1 2026, over board composition and dividend expansion since last year.
DCK Investment Sets 48,000 Won Tender Price with 41.6% Premium
The tender price of 48,000 won per share represents a 41.6% premium over Gabia's closing price of 33,900 won on July 16, the business day before the filing. The price also reflects a 56.0% premium over the one-month weighted average share price. This premium exceeds the average premium of 25.3% (based on prior business day closing prices) observed in 26 delisting-purpose tender offers since 2023. The 48,000 won offer price surpasses Gabia's all-time high closing price of 36,100 won recorded on January 29, 2026, since its KOSDAQ listing in October 2005. Following the announcement, Gabia stocks hit the daily upper price limit on July 20.
The tender offer period runs from July 20 to September 17, with settlement scheduled for September 21. If the minimum acceptance threshold of 3,267,629 shares is not met, the tender offer will be deemed unsuccessful.
Macquarie Affiliate Secures 471.9 Billion Won Financing for Gabia Acquisition
DCK Investment will finance the acquisition with a maximum of 471.87 billion won, combining 94.4 billion won in equity capital and 377.47 billion won in debt borrowed from Mirae Asset Securities at a fixed interest rate of 5.60% per annum. The separate purchase of controlling shareholder stakes on July 17 totaled 156.97 billion won for 3,270,248 shares held by co-CEO Kim Hong-guk and two related parties. The controlling shareholder sale price was set equal to the public tender offer price.
Gabia Faces Ongoing Shareholder Dispute with Align Partners
Gabia has been in conflict with activist fund Align Partners Asset Management since last year over issues including board composition and dividend expansion. Align Partners holds 14.3% of Gabia's shares as of the end of Q1 2026, making it the second-largest shareholder. The tender offer and controlling stake acquisition occur against the backdrop of this unresolved shareholder dispute.
DCK Investment Plans Full Subsidiary Conversion After Delisting
DCK Investment stated that upon meeting delisting requirements through the tender offer and controlling shareholder stake acquisition, it will proceed with full subsidiary conversion procedures via comprehensive share exchange or total acquisition of minority shareholder stocks. The company aims to complete the delisting process and integrate Gabia as a wholly-owned subsidiary under Macquarie Asset Management's portfolio.
FAQ
What is the tender offer price for Gabia stocks announced by DCK Investment on July 20?
DCK Investment set the tender offer price at 48,000 won per share, representing a 41.6% premium over the July 16 closing price of 33,900 won and a 56.0% premium over the one-month weighted average share price.
Why is DCK Investment acquiring Gabia through a tender offer?
DCK Investment aims to delist Gabia from KOSDAQ and convert it into a wholly-owned subsidiary of Macquarie Asset Management. The tender offer targets 73.1% of issued stocks, while DCK separately purchased 24.4% from controlling shareholders on July 17.
