Resolution of agenda at the board meeting on the 18th
In-kind contribution and comprehensive stock swap method
"Expecting synergy in environment and semiconductor businesses"
SK ecoplant has decided to incorporate Essencore, a semiconductor processing and distribution company under SK, and SK Materials Airplus, an industrial gas company under SK Materials, as its subsidiaries.
According to industry sources on the 19th, SK ecoplant held a board meeting at its headquarters in Susong-dong, Jongno-gu, Seoul the previous day and approved the agenda to incorporate Essencore and SK Materials Airplus as subsidiaries.
The incorporation of subsidiaries will be carried out through a capital contribution in kind and a comprehensive stock swap. According to SK ecoplant’s disclosure on the day, SK will participate in a third-party allotment paid-in capital increase by contributing 100% of the shares of S.E.Asia, an investment purpose corporation holding Essencore, to SK ecoplant as a capital contribution in kind. Additionally, SK will exchange 100% of the shares of its subsidiary SK Materials Airplus for new shares issued by SK ecoplant. The incorporation will be completed through an extraordinary general meeting of shareholders, issuance of new shares, and stock exchange.
Essencore is a semiconductor module company headquartered in Hong Kong, manufacturing and selling memory products worldwide, including DRAM memory modules, SSDs, SD cards, and USBs. Recently, profit growth is expected due to improvements in the semiconductor market. SK Materials Airplus manufactures and supplies industrial gases such as nitrogen, oxygen, and argon used in the semiconductor industry. It has secured a stable profit structure through a business model of long-term supply of industrial gases and liquefied carbon dioxide.
Regarding the incorporation of these companies as subsidiaries, SK ecoplant stated, “We expect significant qualitative growth through synergy with our environmental and engineering, procurement, and construction (EPC) solution business.” They added, “Essencore is expected to have a positive effect in the semiconductor recycling sector, while SK Materials Airplus is anticipated to contribute in semiconductor-related EPC and eco-friendly technology fields such as carbon capture and utilization.”
In the case of Essencore, collaboration is possible with SK tes, a recycling-specialized subsidiary. SK tes collects memory components, which Essencore reprocesses and sells, or SK tes collects electronic and electrical waste from Essencore or related companies, then recycles it through IT asset disposition services (ITAD).
SK Materials Airplus is expected to create synergy with SK ecoplant’s EPC solution capabilities in the construction and operation of industrial gas manufacturing plants. SK ecoplant will be responsible for the construction of semiconductor industrial gas facilities for SK Materials Airplus. In carbon capture, utilization, and liquefaction businesses, collaboration is possible with SK Materials Airplus, which manufactures and sells high-purity liquefied carbon dioxide used in various applications such as semiconductor cleaning. Since last year, SK ecoplant has been conducting a demonstration project to capture carbon from exhaust gases generated during fuel cell power generation and utilize it as liquefied carbon dioxide.
An SK ecoplant official said, “With this subsidiary incorporation, we expect to create complex synergies not only in the environmental business but also in semiconductor infrastructure and related service sectors.” They added, “Both companies have stable profit-generating capabilities and future growth potential, so we also expect an effect of enhancing financial stability.”
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