Alteogen’s last merger attempt unraveled in real time—scrapped mid-meeting after auditors flagged a miscalculated share ratio. 

Now, four months later, the Korean biotech is back with new math and the same goal: folding its drug manufacturing and sales arm into its biologics engine.

On Thursday, Alteogen said Altos Biologics will absorb fellow unlisted subsidiary Alteogen Healthcare in an all-stock merger that consolidates operations under a single roof.

Altos Biologics will merge with sister company Alteogen Healthcare, streamlining Alteogen’s operations under one subsidiary.
Altos Biologics will merge with sister company Alteogen Healthcare, streamlining Alteogen’s operations under one subsidiary.

The revised share ratio—1 to 0.328196—boosts the valuation of Alteogen Healthcare compared to the 1 to 0.274192 figure that torpedoed the original plan last November. Alteogen said the new number was based on valuations provided by external investors within the past six months.

A total of 2,070,927 new common shares will be issued to Alteogen, and no preferred stock will be issued. The merger will leave Altos as Alteogen’s sole remaining affiliate.

Alteogen currently owns 66.1 percent of Altos and 51.5 percent of Alteogen Healthcare. Following the merger, its stake in Altos will rise to 62.89 percent.

Alteogen Healthcare, the dissolving entity, is a drug wholesaler with 2024 financials showing 10 billion won ($6.9 million) in revenue and a 1.8 billion won net loss on assets of 7 billion won. Altos Biologics, the surviving company, develops biologics and reported assets of 87.5 billion won—about 21.4 percent of Alteogen’s consolidated base.

Leadership of the merged entity will be split between Ji Hyi-jeong, current CEO of Altos, and Ko Jin-kook, who was recently tapped to lead Alteogen Healthcare.

A shareholder vote is scheduled for April 18. The merger takes effect May 20, with registration planned for May 23. Alteogen said in its Thursday disclosure that no additional restructuring plans are in motion at this time.

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