This article was published on Sept. 4, 2025, at 3:53 p.m. on ChosunBiz MoneyMove site.
Tire Bank has decided to finalize the acquisition of a 2nd largest shareholder stake in the hybrid airline Air Premia this month, replacing the acquiring entity from the existing AP Holdings to another family company called 'Making Success'. Both AP Holdings and Making Success are unlisted companies, with Chairman Kim Jeong-kyu of Tire Bank's three daughters holding one-third of the equity each.
The background for changing the acquiring entity for Air Premia is reportedly due to tax issues. If the equity acquisition is completed through AP Holdings, there is a high possibility that Chairman Kim's daughters will face a gift tax bomb if they buy Air Premia shares at a low price and reap the profits. On the other hand, if Making Success acquires Air Premia, they can avoid the suspicion of 'abnormal gifting' due to the high acquisition cost.
According to investment banking (IB) industry sources on the 4th, Making Success, a subsidiary of Tire Bank, plans to fully acquire the 22% equity stake held by Sono International-JC Partners, the 2nd largest shareholder of Air Premia, within this month. They previously paid 20 billion won as a deposit and will need to pay an additional 100 billion won.
After Chairman Kim Jeong-kyu of Tire Bank was detained during a trial over tax evasion allegations last July, there were concerns in the aviation and IB industries that Air Premia might be put back on the market. However, an industry source familiar with the company's situation noted, 'Chairman Kim has decided to pay the remaining balance as planned and secure more than 70% of Air Premia equity.'
The company that has emerged as the acquiring entity for this equity acquisition is the unlisted Making Success. Established under the name 'Samsung Building Corporation' in 2017, this company engages in plastic manufacturing and sales as well as real estate leasing. Its capital is 1 billion won, and Chairman Kim's three daughters, Kim Seung-yeon, Kim Sung-yeon, and Kim Soo-yeon, each hold 33%, 33%, and 34% of the equity, respectively. However, Chairman Kim is named as the representative director.
Tire Bank has reportedly been deliberating on which company would take on this Air Premia equity acquisition. Ultimately, funding will come from the financially strong Tire Bank, but they have been contemplating how to structure the inter-company governance surrounding Air Premia. It is also known that Tire Bank considered directly acquiring the stake.
In the meantime, there have been significant doubts within the industry regarding AP Holdings' acquisition of Air Premia as 'abnormal gifting'. If AP Holdings acquires Air Premia using funds supported by Tire Bank, the profits generated from Air Premia will entirely accrue to Chairman Kim's daughters, who are shareholders of AP Holdings.
AP Holdings currently holds 46% equity in Air Premia, with the stock acquisition cost being only 500 won. The current price is 1,900 won, meaning AP Holdings acquired the Air Premia equity at a quarter of the market price. The industry believes that if the National Tax Service regards AP Holdings' acquisition of Air Premia equity as abnormal gifting, Chairman Kim's family could face a gift tax bomb.
However, if Making Success steps in as the acquiring entity instead of AP Holdings, this issue can be somewhat resolved, as they are initially buying the Air Premia equity at a high price. At least, they can avoid the controversy over low-priced equity acquisition.
However, even if Making Success takes on the role of the acquiring entity, it is likely that funding will still be supported by Tire Bank. At the end of last year, Making Success had liquid assets of 64.6 billion won. Considering the remaining payment for the equity acquisition totals 100 billion won, they are in a situation where they must secure funds, possibly by issuing convertible bonds (CB) to Tire Bank. Previously, AP Holdings had also issued CBs to Tire Bank to secure around 80 billion won for the equity acquisition.
Tire Bank's financial strength is solid. At the end of last year, its liquid assets stood at 180 billion won. The retained earnings amount to 530 billion won, so it is also possible for Chairman Kim, who holds 93% equity, to support Making Success through dividends.