ISS, a Leading Independent Proxy Advisory Firm, Agrees that Electing Flashlight Capital�s Two Independent and Highly Qualified Nominees is Necessary to Address Numerous Performance, Governance and Capital Allocation Issues at KT&G
ISS Highlights KT&Gs Substantial Valuation Discount, Cause for Concern Posed by Donations of Treasury Shares to Friendly Organizations and Ample Room to Fund Flashlight Capitals Share Buyback and Dividend Proposals
Flashlight Capital Urges Shareholders to Make Their Voices Heard at the General Meeting and Vote FOR All Ten of Its Proposals Ahead of Upcoming Deadlines, Which for Some Shareholders are as Early as March 17th
SINGAPORE–(BUSINESS WIRE)–Flashlight Capital Partners Pte. Ltd (Flashlight Capital), a meaningful shareholder of KT&G Corporation (KRX: 033780) (KT&G or the Company), today announced that Institutional Shareholder Services Inc. (ISS), a leading independent proxy advisory firm, has recommended the Company’s shareholders vote FOR ALL ten of Flashlight Capitals proposals under consideration at the Companys 2023 Annual General Meeting of Shareholders (the General Meeting).
In its report, ISS highlights the compelling case for change at KT&G, the strength of the two independent director nominees proposed by Flashlight Capital and, notably, recommends a vote against all three management nominees:1
ISS specifically details KT&Gs poor performance, operational issues and valuation discount:
Additionally, ISS notes the Companys poor governance practice of donating treasury shares and urges shareholders to vote FOR Flashlight Capitals proposal to cancel those shares:
Finally, ISS concurs with Flashlight Capitals arguments that the Companys capital expenditure plans are excessive and that, nevertheless, KT&G has ample ability to fund the share buybacks being proposed:
Sanghyun Lee, Managing Partner of Flashlight Capital, commented:
“We are pleased that ISS has recognized the urgent need for shareholder-driven change at KT&G by recommending investors vote FOR ALL ten of our proposals and shares our concerns around many aspects of the Company’s performance, Board composition, governance and planned capital expenditures. Shareholders have suffered for too long, which is why the addition of our two truly independent and shareholder-aligned nominees to the Board will help immediately improve governance, capital management and unlock long-term value to reverse the destruction of the lost 15 years beginning at this years General Meeting. We encourage our fellow shareholders to waste no time and VOTE TODAY for all of our proposals, including for our independent director nominees, for meaningful change at KT&G.
FOREIGN SHAREHOLDERS WILL ENCOUNTER EARLY VOTING DEADLINES WITH SOME AS EARLY AS MARCH 17, 2023. THE VOTING DEADLINES SET BY THE VOTING AGENTS ARE NOT THE OFFICIAL VOTING DEADLINES SET BY THE COMPANY.
IF YOU ARE UNABLE TO VOTE BECAUSE YOU HAVE MISSED THE INTERNAL VOTING DEADLINE OF YOUR VOTING PROVIDER OR IF YOU HAVE QUESTIONS ABOUT HOW TO VOTE PLEASE CONTACT GEORGESON AT ASIA.ENGAGEMENT@GEORGESON.COM.
About Flashlight Capital
Flashlight Capital Partners Pte. Ltd is an investment management firm founded by Carlyle Groups former Head of Korea, Sanghyun Lee. Based in Singapore, Flashlight Capitals investment philosophy is grounded in improving corporate governance and unlocking long-term value at its portfolio companies. For more information about Flashlight Capital, please visit www.FlashlightCap.com.
1 Permission to quote ISS was neither sought nor obtained. Emphases added.
Contacts
For Investors
Flashlight Capital Partners
contact@flashlightcap.com
or
For Institutional Investors
Georgeson
Savoy Lee
asia.engagement@georgeson.com
For Korean Media
Strategy Salad
Louis Kim
jhkim@strategysalad.com
For U.S. Media
Longacre Square Partners
Joe Germani / Charlotte Kiaie
flashlightcapital@longacresquare.com
BEIJING, CHINA - Media OutReach Newswire - 8 November 2024 - Since its inception more…
Acquisition Expands TBS’ Regional Waste Management Platform in Indonesia and Singapore, aligning with its TBS2030…
KUALA LUMPUR, MALAYSIA - Media OutReach Newswire - 8 November 2024 - It’s that time…
BARCELONA, SPAIN - Media OutReach Newswire - 8 November 2024 - On November 6, Central…
SINGAPORE - Media OutReach Newswire - 8 November 2024 - Singapore is strengthening its position…
PARIS, FRANCE - Media OutReach Newswire – 8 November 2024 - This year, OPPO once…