Sapion Korea and Rebellion decided on a corporate value ratio of 1:2.4 and signed a main merger agreement.

SK Telecom (CEO Yoo Young-sang) and AI semiconductor startup Rebellion (CEO Park Sung-hyun) announced on the 18th that they have signed a definitive agreement for the merger between SKT affiliate Sapion Korea and Rebellion.

With the signing of this main contract held at Rebellion’s Bundang office, the birth of an AI semiconductor company representing South Korea is just around the corner. The two companies announced in June that they would pursue a merger with the goal of enhancing global AI infrastructure competitiveness, and have been conducting mutual due diligence and discussing specific merger conditions.

The two companies agreed on a corporate value ratio of 1:2.4 for Sapion Korea and Rebellion. The new merged company is expected to become a unicorn company representing South Korea's AI semiconductor industry with a corporate value of over 1 trillion won.

After the merger, the surviving company will be called 'Sapion Korea', but as Rebellion's management will lead the merged company, the new company's name will be decided as 'Rebellion'. CEO Park Sung-hyun, who has led Rebellion's rapid growth, will take charge of the management of the merged company.

In order to ensure stable operation of the merged corporation by Rebellion's management, Sapion's shareholders, consisting of SK Telecom, SK Hynix, and SK Square, decided to sell 3% of their shares (based on the post-merger basis) before the merger to guarantee Rebellion's management's status as the largest shareholder.

In addition, after the merger, in order to ensure smooth management of the newly merged company, major shareholders, including the management of Sapion and Rebellion, agreed not to dispose of their stocks without the consent of the other party for a certain period of time.

After the merger, SKT plans to actively support the merged company's entry into the global AI semiconductor market and the enhancement of Korea's AI semiconductor competitiveness as a strategic investor. SK Square and SK Hynix also plan to support the merged company as shareholders of Sapion.

SKT and Rebellion see the next two years as the “golden time” for South Korea to gain an edge in the global AI semiconductor market. Following the signing of this main contract, the two companies plan to engage in a speed battle with the goal of launching the merged company within this year.

Sapion Korea is an AI semiconductor company that was spun off from SKT's internal R&D organization in 2016. Following the introduction of Korea's first AI semiconductor for data centers in 2020, the company has been developing high-performance AI semiconductors, including the unveiling of the next-generation AI semiconductor 'X330' in November of last year.

Rebellion is an AI semiconductor startup co-founded by CEO Park Sung-hyun and others in 2020. It has rapidly grown into a representative AI semiconductor company in Korea, launching two chips in just three years since its establishment and attracting a total of 300 billion won in investments from domestic and foreign investors. Following the mass production of the AI semiconductor ‘ATOM’, Rebellion plans to introduce the next-generation AI semiconductor ‘REBEL’ that supports large language models (LLM) by the end of this year.

SKT CEO Yoo Young-sang said, “With the signing of this main contract, we will be able to significantly increase the global competitiveness of ‘AI semiconductors,’ one of the three major areas of the AI value chain that SKT is building,” and “SKT will continue to make preemptive investments and cooperate to leap forward as a leading global AI company.”

Park Sung-hyun, CEO of Rebellion, said, “This merger agreement was possible thanks to the magnanimous determination and support of investors and major business partners from both companies, under the common understanding that an all-out national effort is necessary for the advancement of AI semiconductors in Korea.” He added, “With the mindset of starting the real game, we will demonstrate the capabilities of Korea’s leading company in the fiercest ‘AI semiconductor war’ ever and stand tall as a global AI semiconductor company.”