Alteogen to Absorb Subsidiary Alteogen Biologics Through Merger

Integrating Clinical, Regulatory, and Sales & Marketing Capabilities into Headquarters

Establishing a Business Structure from R&D to Production and Sales

Alteogen will absorb its subsidiary, Alteogen Biologics, through a merger. The company plans to consolidate its new drug pipelines and global clinical development and approval capabilities, as well as its sales and marketing competencies, which are currently spread across subsidiaries, into its headquarters to establish a business structure that covers the entirety of the process from research and development to in-house commercialization.

On October 6, Alteogen announced via a public disclosure that its board of directors had resolved to proceed with the absorption-type small-scale merger of Alteogen Biologics. The two companies are scheduled to sign the merger agreement the following day. The merger date has been set for December 29, 2026.

Alteogen Biologics is a consolidated subsidiary in which Alteogen holds a 62.9% stake. It has been conducting a global phase 3 clinical trial and pursuing European approval for the Eylea biosimilar ALT-L9, and is responsible for the sales and marketing of pharmaceutical products such as Terugaseju. It is also developing a candidate for the treatment of macular degeneration, 'ALTS-OP01'.

Through this merger, Alteogen aims to directly integrate the pipelines and business competencies that are dispersed among its subsidiaries, and to strengthen its business structure spanning from research and development to commercialization. The company aims to directly reflect the development and commercialization performance of its subsidiary's pipelines in its corporate value, thereby increasing its medium- to long-term growth momentum and shareholder value.

This merger will proceed as an absorption-type merger in which Alteogen absorbs Alteogen Biologics. The merger ratio is 1 to 0.1679581 for Alteogen and Alteogen Biologics, respectively. Once the merger is complete, a total of 600,477 new shares of Alteogen will be issued to the shareholders of Alteogen Biologics. No new merger shares will be allocated for the 62.9% stake in Alteogen Biologics held by Alteogen itself.

To review the merger, Alteogen established a special committee composed of independent directors and received assessments from external experts including legal and financial advisors and a securities lead manager. The special committee comprehensively reviewed the purpose and necessity of the merger, recommended proceeding with the merger, and the board of directors approved the merger, taking into consideration both the review and recommendations of the special committee.

Alteogen plans to use this merger as an opportunity to become a company covering all stages from early research to clinical development, approval, production, and sales. Together with recently confirmed investments in production facilities, the company intends to establish a foundation that connects each business segment by integrating Alteogen Biologics' global clinical and approval experience with sales and marketing expertise.

In addition, by consolidating the organizations and resources that have been distributed between the two companies, management efficiency will be improved, and the investment and decision-making structures necessary for pipeline development and commercialization will be unified. Based on its expertise in ophthalmology, the company expects to strengthen its capabilities in developing subsequent pipelines and to expand new growth bases beyond its Hybrozyme platform.

An Alteogen representative stated, "This merger is a turning point for Alteogen, which has grown based on the Hybrozyme platform, to broaden its business scope to the development and commercialization of in-house products," adding, "By strengthening our business structure that links research and development to production and sales, we will continue to increase our mid- to long-term corporate value and shareholder value."

This content was produced with the assistance of AI translation services.