This article was displayed on the ChosunBiz MoneyMove (MM) site at 4:44 p.m. on Feb. 12, 2026.
BC Card will move to provide revenue preservation of 100 billion won for financial investors (FIs) such as Bain Capital ahead of the KOSPI listing of its subsidiary Kbank. Because Kbank's final offering price fell short of the rate of return guaranteed at the time of the 2021 fundraising, BC Card, the largest shareholder, is in a position where it must compensate the difference.
According to the investment banking (IB) industry on the 12th, the obligation for BC Card, Kbank's largest shareholder, to pay the promised difference compensation to FIs in November last year has materialized. The impact comes from Kbank, which is pursuing a KOSPI listing, setting its final offering price at 8,300 won, the bottom of the desired offering price band, below the "eligible offering price" of 9,250 won.
Kbank and the underwriting syndicate on the day fixed the offering price at 8,300 won, the bottom of the band (8,300–9,500 won). In the book-building for institutional investors conducted from the 4th to the 10th, they secured up to 45 million shares in offering volume, but it was found that 58.5% of participating institutions submitted the band's bottom price.
Previously, just before filing for preliminary listing review, BC Card signed a shareholder agreement with FIs such as Bain Capital and MBK Partners, promising that if the final offering price fell below the eligible offering price of 9,250 won—calculated by applying an internal rate of return (IRR) of 8% promised at the time of the 2021 fundraising—it would compensate the difference (eligible offering price − final offering price).
From Kbank's standpoint, which has already withdrawn its listing twice, "successful listing" was the top priority. In particular, it knocked on the market by lowering the proposed valuation from the 5 trillion won level in 2024 to the 3 trillion won range, and BC Card quelled potential pushback from FIs in the process by agreeing to make up the difference.
The eligible offering price of 9,250 won was calculated by applying an annual IRR of 8% over about 4 years and 8 months from the time of investment (July 2021) to the scheduled listing date (March 2026). With the final offering price set at 8,300 won, BC Card now needs to make up a total of 104 billion won by paying 950 won per share for about 109.72 million FI-held shares.
BC Card is expected to immediately proceed with compensation of about 29.2 billion won each to Bain Capital and MBK Partners. The two institutions each invested 200 billion won in Kbank in 2021, securing 8.19% equity apiece. In addition, it is expected to pay between 6.8 billion and 20 billion won in compensation to FIs such as MG Community Credit Cooperatives and Com2uS.
An IB industry official said, "Given that FIs could have exercised drag-along rights in the event of a failed listing, BC Card effectively avoided the worst-case scenario with about 100 billion won," adding, "An offering price of 9,250 won or higher would have been ideal, but institutional investor interest fell short of expectations."
Meanwhile, Kbank plans to take subscriptions from retail investors from the 20th to the 23rd. If all goes as planned, it will debut on the KOSPI early next month. Based on the final offering price, its market capitalization after listing is estimated at 3.3673 trillion won. The offering amount is 498 billion won. NH Investment & Securities and Samsung Securities are leading the listing.