Celltrion completes merger with Celltrion Healthcare

Seo Jin-seok

South Korea’s major biosimilar developer Celltrion has announced the launch of the newly integrated entity Celltrion following the merger with its distribution unit Celltrion Healthcare, marking the completion of the merger process between the two entities. Celltrion is scheduled to list its new shares on the Kospi market on Jan. 12.

During a board meeting held on Friday, Celltrion announced the finalization of the merger with Celltrion Healthcare, declaring the completion of the merger registration. Consequently, Celltrion Healthcare ceased to exist as a separate entity as of that date.

The strategic reshuffling also encompassed key appointments within the company’s management leadership. Seo Jin-seok, chairman of Celltrion’s board of directors and the eldest son of Chairman Seo Jeong-jin, was appointed as the representative director, along with Kee Woo-sung, the former CEO of Celltrion, and Kim Hyoung-ki, the former CEO of Celltrion Healthcare, each taking the helm of their respective divisions—overseeing general management, manufacturing and development, and global sales.

Celltrion expects the establishment of the tripartite leadership structure to facilitate rapid and innovative decision-making and accelerate growth.

Celltrion Holdings, the group’s holding company, will own 21.60 percent of Celltrion, and Chairman Seo will own 3.75 percent.

About 41,000 shares of Celltrion and 23,000 shares of Celltrion Healthcare were exercised against the merger, representing 0.03 percent and 0.01 percent of the total shares outstanding, respectively, the company said.

Celltrion said it will also uphold shareholder-friendly policies, including raising cash dividends to about 30 percent of profits.

In September 2020, Celltrion Group presented a detailed merger blueprint for three listed companies, Celltrion, Celltrion Healthcare, and Celltrion Pharm, but the merger was not finalized due to accounting issues.

This year, the company decided to proceed with a sequential merger, first merging Celltrion and Celltrion Healthcare, and then merging the combined Celltrion and Celltrion Pharma.

Celltrion and Celltrion Healthcare’s boards of directors approved the merger in August, and an extraordinary general meeting of shareholders was held in October to approve the merger decision.

Celltrion Group will also seek a merger between the combined Celltrion and Celltrion Pharm in the next six months.