[Disclosure] Samsung Biologics (207940) to Acquire 100% Stake in GSK’s U.S. Drug Manufacturer ‘Human Genome Sciences’ for KRW 413.6B via U.S. Subsidiary

Fact Source: Financial Supervisory Service DART / 2025-12-22

Disclosure Type: Decision on Acquisition of Shares and Investment Certificates of Other Corporations (Voluntary Disclosure) (Major Management Matters of a Subsidiary)

💡 3-Second Summary

Samsung Biologics’ U.S. subsidiary, Samsung Biologics America, has signed an agreement to acquire a 100% ownership stake in ‘Human Genome Sciences’—which owns a U.S. drug substance manufacturing facility—from GSK for approximately KRW 413.6B (USD 280M).

📊 1. [Key Disclosure Content & Major Figures Summary]

• Issuing Company (Target Entity): Human Genome Sciences Inc. (U.S. nationality, Major Business: Pharmaceutical Manufacturing)
• Acquisition Details:
  • Number of Shares to Acquire: 800 shares (100% ownership stake)
  • Acquisition Amount: KRW 413,616,000,000 (Based on USD 280,000,000, converted using the initial base exchange rate of KRW 1,477.20/USD as of December 19, 2025)
  • Ratio to Total Assets: 2.39% (Compared to Samsung Biologics’ consolidated total assets of KRW 17.34T as of year-end 2024)
• Method & Purpose: Cash acquisition / To acquire a local U.S. manufacturing facility to address mid-to-long-term demand within the U.S. market.
• Acquisition Scope: A transaction to acquire a 100% stake, encompassing the assets and liabilities, including the U.S. drug substance manufacturing facilities owned by Human Genome Sciences.
• Key Dates & Board Resolution: The decision date is 2025-12-19, which marks the approval date by the subsidiary’s CEO. Attendance metrics for independent directors and audit committee members are not provided.
• Scheduled Acquisition Date: Not finalized at the time of disclosure submission as it is subject to change depending on regulatory approval processes (Unrecorded).
• Financial Status of Target Entity: Audited financial parameters are not provided because the target entity is exempt from statutory audit requirements, leaving the financial summary entirely blank.
• Other Details: No contracts such as put options were executed. The final acquisition amount will be determined upon final Deal Closing and will be updated through a subsequent corrective disclosure. The filing does not clarify specific drivers regarding financial performance changes.

📈 2. [Expert View: What This Disclosure Means for Investors]

This regulatory filing details a structural fundamental transaction where Samsung Biologics leverages its U.S. subsidiary to secure localized manufacturing infrastructure from GSK. Representing 2.39% of Samsung Biologics’ consolidated assets and totaling approximately KRW 413.6B, this asset-and-liability acquisition aligns with broader cross-border CAPEX activities designed to anchor long-term production capacity inside the U.S. market.

However, because Human Genome Sciences is exempt from mandatory audit requirements, its financial summaries—including total assets, liabilities, and revenues—are entirely omitted from this text. This absence of data acts as an information restriction, making it difficult for public markets to immediately verify the standalone financial stability or earnings contribution of the target company. Additionally, because the final acquisition amount is subject to minor reclassifications at final Deal Closing and the closing date remains unfinalized due to pending regulatory approvals, a potential impact regarding timeline extensions exists. Investors should evaluate this event based on the upcoming corrective disclosures and the progression of the regulatory approvals rather than drawing immediate assumptions regarding financial contributions.

📝 Editor’s Comment (by K-STOCK Editor)

Samsung Biologics’ latest voluntary filing outlines a strategic move to secure a localized manufacturing footprint within the U.S. biotech sector. Deploying roughly KRW 413.6B in cash to assume 100% control of Human Genome Sciences from GSK—including its underlying infrastructure, assets, and liabilities—represents a targeted investment in production capacity. While the target entity’s omitted financial parameters and the unfinalized closing timeline introduce baseline procedural variables, the transaction establishes a clear operational direction. Given that foreign exchange rate movements could introduce minor shifts in the final KRW conversion at closing, global investors should look past short-term sentiment fluctuations and focus on tracking subsequent regulatory approval milestones and localized demand-response timelines.

📢 Disclaimer & Source Information

Source: This content has been newly structured and written based on official data submitted to the Financial Supervisory Service’s Electronic Disclosure System (DART).

Investment Risk Notice: This information is provided solely for informational and linguistic reference purposes. Under no circumstances does it constitute financial advice or a recommendation to buy or sell specific stocks. All investment decisions and financial responsibilities rest entirely with the individual investor.

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