SK hynix launches campaign for listing depositary receipts in US

SK hynix CEO Kwak Noh-jung speaks during the company's annual general meeting of shareholders at its headquarters in Icheon, Gyeonggi Province, Wednesday. Courtesy of SK hynix

SK hynix has officially launched its campaign to improve global investors’ access to its shares by submitting applications to list an American depositary receipt (ADR), as it looks to offer the securities on U.S. exchanges within this year.

The chipmaker said in a regulatory filing released Wednesday that it completed the confidential submission of Form F-1 to the U.S. Securities and Exchange Commission on Tuesday for the listing of its ADR. Form F-1 is used by foreign private issuers when making initial public offerings of securities to U.S. investors.

A depositary receipt is a bank-issued financial security representing shares in a foreign company, allowing investors to buy foreign stocks on their local exchange. Common types of depositary receipt include ADR, which is available on U.S. exchanges such as New York Stock Exchange or Nasdaq, and global depositary receipts (GDR) for non-U.S. exchanges. The Korean firm already launched a GDR listing in 2001, and the GDR is listed on the Luxembourg Stock Exchange.

SK hynix did not disclose further details on the listing, such as the offering size, process or timeline, but market watchers expect it to issue new shares worth 10 trillion won ($6.7 billion) to 15 trillion won for the ADR listing.

ADR has been mentioned as one of the likely options for the chipmaker to finance its immense investment plans to increase its fabrication capacity.

The company recently completed its M15X fab in Cheongju, North Chungcheong Province, and is building a semiconductor cluster in Yongin, Gyeonggi Province. It has said that it will need an additional 600 trillion won over the next few years.

The move is also seen as an effort to improve the company’s valuation. While SK hynix outpaces U.S. rival Micron in terms of market share and revenue, its price-to-earnings ratio, price-to-book ratio and other indicators showing stock value remain lower than that of Micron.

SK hynix's booth at Nvidia's GTC 2026 in San Jose, Calif., March 17 / Courtesy of SK hynix

Initially, the market expected that SK hynix will use its treasury shares for ADR listing, but the company on Feb. 9 decided to cancel treasury shares worth 12.24 trillion won, accounting for 2.1 percent of its total stake, following the Korean government’s policy direction of boosting shareholder value.

Due to this, industry officials predict that the company will issue new rights for the listing.

“The proposed revision to the Commercial Act being pushed by politicians includes a clause mandating the cancellation of treasury shares upon buybacks,” Meritz Securities analyst Kim Sun-woo said. “Against this backdrop, SK hynix’s move to pursue the ADR listing through the issuance of new shares overseas is seen as aligning with such policy direction.”

During the company’s annual general meeting of shareholders on Wednesday, SK hynix CEO Kwak Noh-jung said that the company’s financial prudence still has room for improvement compared to global top tier companies, stressing that “stronger financial strength is needed to work with global customers at the center of the AI era.” He added that the company seeks to secure more than 100 trillion won in net cash to support long-term strategic investments.

However, the ADR listing plan has drawn concerns from existing investors, as issuing new shares could weigh on the stock price in the short term.

At the shareholders' meeting, participants raised questions about why the company, while generating such strong profits, would pursue a listing by issuing new shares rather than buying back its own shares from the market. They also claimed that the company’s plan to accumulate more than 100 trillion won in net cash without prioritizing shareholder returns is “frustrating.”

The Korea Corporate Governance Forum also expressed opposition to SK hynix’s ADR listing plan, saying that issuing new shares, despite the company’s ample cash flow, would dilute existing shareholders’ stakes and undermine shareholder value.

“We recommend SK hynix acquire 10 to 15 percent of its outstanding shares, cancel a portion of them and list the remainder in the United States,” the forum said. “To serve its purpose, the ADR offering should be in the range of $20 billion to $30 billion to ensure sufficient liquidity.”