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Invest1 publisher2 min readPublished

Korea's audit board faults the extra 0.96 points that pushed YTN's sale past 30%

KEPCO KDN and the Korea Racing Authority had agreed to offer 29.99% of YTN so that large companies could bid. After the Communications Commission and the trade ministry intervened they offered all 30.95%, and three bidders turned up, none of them large.

The Investor · Invest desk

Photograph accompanying Korea's audit board faults the extra 0.96 points that pushed YTN's sale past 30%
Photo: chosun.com

What happened

  • The Board of Audit and Inspection released findings on state institutions' asset management on the 14th and said the Korea Communications Commission under the Yoon Suk-yeol administration improperly intervened in the 2023 sale of YTN shares.
  • KEPCO KDN and the Korea Racing Authority signed a joint sale agreement in August 2023 to sell 29.99% of their combined 30.95% YTN holding, following their sale adviser's advice.
  • Then-commission chairman Lee Dong-kwan asked the trade ministry in September 2023 to sell the entire stake, and the next day the ministry summoned both institutions and the adviser and told them to sell in full at the same time.
  • The two institutions then overrode their joint sale agreement and their adviser's advice and decided to sell all 30.95%.
  • Three companies took part in the competitive bidding that followed, none of them large companies.

Compiled by The InvestorSomething wrong?How this is made

Why it matters

  • exposure The sanction lands on individuals and on successor institutions: cautions went to the Ministry of Climate, Energy and Environment and the Broadcasting, Media and Communications Commission, and materials on two officials went to the Corruption Investigation Office for High-ranking Officials on the 11th.
  • constraint A supervising ministry that wants a state institution to change a signed sale mandate now has an audit finding standing against the informal route of a letter and a next-day meeting.
  • decision Any state body holding more than 30% of a Korean broadcaster has to choose between a clean full exit and holding back a sliver to keep conglomerates eligible, and the adviser's case for the sliver is now on the audit record.

The gap was 0.96 of a percentage point. KEPCO KDN and the Korea Racing Authority held 30.95% of YTN between them, and the Broadcasting Act stops a large company from holding 30% or more of a broadcaster. So an offer of 29.99% was a block a conglomerate could legally buy, and the full holding was not [2][4][1]. The slice the two institutions were instructed to add comes to about 3.1% of what they were selling [2]. Their adviser's advice ran the other way. Staying under the ceiling would widen the pool of bidders and lift the proceeds [2][5].

Selling 29.99% would also have left 0.96% of YTN sitting on two state balance sheets [1]. The commission's letters to the two supervising ministries said combining the stakes and selling them in full would be desirable, and the commission had its working-level division send them without any internal deliberation [8].

The board stopped short of a number. It said a management premium might have risen had large companies joined the bidding. It also said the amount cannot be determined, and that this makes it difficult to judge whether the stake was sold below value [13]. A control premium is priced in a negotiation, and with no large bidder in the room there was no negotiation to reconstruct. The findings released on the 14th do not include the sale price or the name of the winning bidder [1][3].

The audit therefore supports one half of the case against the intervention and not the other: bidding by large companies was restricted [12], and the question of a shortfall in the proceeds stays open [13]. Two readings compete. On the first, the instruction cost the state real money and the board lacks the instrument to size it. On the second, no large company would have bid in 2023 in any event, and the board wrote its premium sentence conditionally [13].

I'd expect the procedural finding to be the one that travels, because it needs no counterfactual. The board says the trade ministry and the commission went beyond their authority in having the two institutions alter a joint sale agreement reached through proper procedures [11]. Anyone who wants the loss in won has to build the valuation the board declined to attempt [13].

What to watch

  • Whether the Corruption Investigation Office for High-ranking Officials opens a case on either of the two officials referred on the 11th.
  • Any independent valuation of a YTN control premium, which would be the first figure attached to the restricted-bidding finding.
  • Whether the supervising ministries change how they sign off divestment mandates for KEPCO KDN and the Korea Racing Authority after the cautions.
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