Court orders HYBE to pay Min Hee Jin about 25.5 billion won in Ador put-option case

A South Korean court has ordered HYBE to pay about 25.5 billion won to Min Hee Jin, former CEO of Ador and now CEO of OK Records, in a dispute over a put option, or stock buyback right.

The Seoul Central District Court’s Civil Division 31, led by Presiding Judge Nam In Soo, ruled Thursday that HYBE must pay Min about 25.5 billion won in a stock purchase price lawsuit she filed. The court also dismissed HYBE’s separate lawsuit seeking confirmation that a shareholder agreement had been terminated. The panel heard the two cases together because whether the shareholder agreement was terminated was a prerequisite for the put-option claim.

The court said it could accept that Min explored ways to make Ador independent from HYBE, but found that fact alone did not amount to a material breach of the shareholder agreement. Citing KakaoTalk messages between Min and associates, along with her performance as CEO, the court said it was difficult to conclude she hindered Ador’s growth or caused losses.

The court also rejected HYBE’s claim that Min planned to terminate NewJeans’ exclusive contracts, take the group with her and pursue an initial public offering for Ador. It said Min appeared to have met outside investors to explore independence plans, but those options were premised on HYBE’s consent and would have no effect without it.

The panel also noted that Min continued to carry out her duties as CEO during the dispute, including releasing albums in South Korea and Japan. It said Min’s allegations that ILLIT copied NewJeans and claims of album “push-out” practices were also difficult to treat as grounds for a serious contract breach. The court said the harm Min would suffer from terminating the agreement was relatively clear and significant, but that it was hard to find a breach serious enough to justify termination.

The court therefore ordered HYBE to pay Min about 25.5 billion won. It also ordered HYBE to pay a combined about 3.1 billion won to two of Min’s associates — a former Ador vice president identified by the surname Shin and a former director identified by the surname Kim — who also notified the company they were exercising put options.

The dispute began after Min notified HYBE in November 2024 that she was exercising her put option. Under the shareholder agreement, the payout is calculated by multiplying Ador’s average operating profit for the previous two years by 13, then applying an amount equal to 75% of Min’s Ador stake. Based on operating profit for the relevant years and Min’s ownership, the amount due to her was about 25.5 billion won. With Shin and Kim also seeking payment, Min’s side sought a total of about 28.7 billion won.