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Photo courtesy of Yonhap News |
[Alpha Biz= Paul Lee] Min Hee-jin, former CEO of ADOR, appeared in court on November 27 to testify in the ongoing legal dispute with HYBE regarding a put option estimated to be worth approximately KRW 26 billion. Min claimed she was unaware that the shareholders’ agreement included a non-compete clause, asserting that she had signed the contract without legal counsel because she “believed the HYBE CEO would not deceive” her.
During the third hearing held at the Seoul Central District Court’s Civil Division 31, Min stated that at the time of signing the shareholders’ agreement, former HYBE CEO Park Ji-won “harbored strong dissatisfaction toward HYBE and Chairman Bang Si-hyuk and frequently shared such sentiments” with her. “I never imagined he would insert a clause that effectively locked up my 5% stake with a non-compete provision—something close to a slave contract,” she said.
Min added that Park urged her to sign quickly, saying it needed to be completed within three days for tax reasons. “He told me to trust him, so I signed,” she testified.
Min stated that she later discovered the non-compete terms “by chance,” adding, “I felt deeply betrayed.” She further testified that Park “evaded questions” and even falsely claimed that a call option had not been included, despite one being attached to the agreement. “It made me think they were colluding to deceive me,” she said.
Regarding HYBE’s allegation that Min sought to revise the shareholders’ agreement as a means to separate NewJeans from HYBE, she denied the accusation, calling it “baseless.” On HYBE’s claim that Min’s proposal to apply a “30x multiple” during put option execution constituted a breach of contract, Min responded: “I would have accepted a 13x multiple. I am exhausted, but HYBE crossed the line, and that is why I have no choice but to fight.”
Under the current shareholders’ agreement, Min is entitled to receive an amount calculated by multiplying ADOR’s average operating profit for the prior two years by 13, and then applying 75% of her 18% equity stake. Since she exercised the put option in November 2023, the applicable fiscal years are 2022–2023. ADOR reported an operating loss of KRW 4 billion in 2022 and an operating profit of KRW 33.5 billion in 2023. Based on her 570,160 shares (18% stake) as of April 2023, Min is estimated to receive approximately KRW 26 billion.
Min confirmed she had originally proposed the put option structure herself, explaining that she sought to “secure a sense of ownership” in managing ADOR. She added, “Chairman Bang consistently emphasized that ADOR was 100% owned by HYBE, which made it difficult to stay motivated. After NewJeans debuted, HYBE’s interference became excessive. I suggested the agreement to Park so I could have a voice.”
알파경제 Paul Lee 특파원(hoondork1977@alphabiz.co.kr)
