[Disclosure] Celltrion Decides Stock Dividend of 0.05 Shares per Common Share (068270)

Source Facts: Financial Supervisory Service Electronic Disclosure System (DART) / 2024-12-13

Disclosure Type: Decision on Stock Dividend

💡 3-Second Summary

Celltrion has decided to distribute a stock dividend of 0.05 shares per common share, with the total number of dividend shares set at 10,251,543 and the record date scheduled for December 31, 2024.

📊 1. [Key Disclosure Content & Major Financial Figures Summary]

• Dividend Shares per Share: 0.05 shares per common share (No dividend for other classes of shares)
• Total Number of Dividend Shares: 10,251,543 common shares
• Total Number of Issued Shares: 217,078,554 common shares
• Dividend Record Date: December 31, 2024
• Date of Board Decision: December 13, 2024 (8 outside directors attended, 0 absent)
• Calculation Base for Dividend Shares:
  • Calculated based on 205,030,873 shares, which excludes treasury shares (12,047,681 shares) from the total issued shares (217,078,554 shares).
  • The treasury share figure reflects all planned acquisition quantities in progress as of the board decision date (refer to the treasury share acquisition disclosure dated November 21, 2024).
• Fractional Shares Treatment: Fractional shares of less than 1 share will be paid in cash, calculated based on the closing price of the day prior to the 34th Annual General Meeting of Shareholders.

📈 2. [Expert Perspective: What This Disclosure Means for Investors]

This filing announces the plan to distribute new shares at a ratio of 5% (0.05 shares per 1 share) to shareholders of record as of December 31, 2024, in proportion to their holdings.

From a financial perspective, the key variable is the potential fluctuation in the number of shares eligible for the dividend. As stated in the filing, Celltrion is currently executing a treasury share buyback, and the final treasury stock figures are subject to change depending on the future execution of shareholder appraisal rights. Consequently, the final number of eligible dividend shares and the total dividend shares issued may be adjusted from the currently disclosed figure (10,251,543 shares) at the time the shareholder registry is finalized on the record date. Additionally, because this proposal is scheduled to be presented at the 34th Annual General Meeting of Shareholders, the execution details remain subject to change depending on the outcome of the shareholder vote.

📝 Editor’s Comment (by K-STOCK Editor)

This proposed stock dividend has been approved by the board of directors, with the participation of all eight outside directors. The plan establishes a 5% stock dividend on common shares, with fractional shares to be settled in cash based on the closing price of the day prior to the general meeting of shareholders.

Investors should note that the treasury share count and the total dividend shares listed in this disclosure are not finalized figures. The final treasury stock volume may change depending on the reception of appraisal rights by the record date (December 31, 2024). The company has stated that it will issue a corrective disclosure once the final shareholder registry is verified on the record date if any changes occur.

Consequently, the objective checkpoints for investors to monitor going forward are threefold: first, whether the proposed dividend is approved without amendments at the upcoming general meeting of shareholders; second, the final confirmed shareholder registry and any corresponding corrective disclosures regarding the finalized dividend share count; and third, the closing stock price on the day prior to the general meeting, which will serve as the exact basis for the cash settlement of fractional shares.

📢 Disclaimer & Source Information

Source: This content has been structured and newly drafted based on official data submitted to the Financial Supervisory Service Electronic Disclosure System (DART).

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