Summary

  • SK Telecom plans to sell 24,481,427 future SK Horizon shares to KKR and the IMM consortium for KRW1,881,128,369,253. This is an off-market secondary sale, so the consideration belongs to the seller rather than becoming new SK Horizon equity.
  • SK Horizon separately plans to issue 15,617,069 new common shares for approximately KRW1.20 trillion. The two legs make the announced transaction approximately KRW3.08 trillion, but only the primary subscription is structurally a company capital receipt.
  • After both legs, SK Telecom, KKR and the IMM consortium are expected to hold 51%, 29% and 20%. The company has not yet been established, both transactions remain conditional, and board rights, capital allocation and site-level delivery have not been disclosed.

Two payments produce different capacity claims

SK Telecom’s 27 August regulatory filing gives the secondary leg exact dimensions. It intends to dispose of 24,481,427 SK Horizon shares for KRW1,881,128,369,253, or exactly KRW76,839 a share. SK Telecom would retain 41,735,171 of the 66,216,598 shares created by the spin-off, equal to 63.03% before the new issue.

The primary leg comes next. SK Horizon plans to issue 15,617,069 new common shares to KKR and the IMM consortium for approximately KRW1.20 trillion. Using that rounded proceeds figure gives about KRW76,839 a share, consistent with the secondary price. The new issue would take the pro-forma share count to 81,833,667. SK Telecom’s retained shares then equal almost exactly 51%, matching the announced final ownership.

The distinction is not accounting trivia. A secondary buyer pays the existing owner for a claim that already exists. A primary subscriber pays the company for a new claim, increasing both its cash and its share count. Adding the exact secondary consideration to the rounded primary proceeds produces approximately KRW3.081 trillion: roughly 61% is ownership-transfer consideration and 39% is planned new company capital.

SK Telecom says the purpose of its disposal is to secure investment funding for growth businesses. That describes the seller’s capital recycling. The company release separately says the investor capital will support SK Horizon’s expansion. Those statements can both be true only if the two recipients remain visible. Treating all KRW3.08 trillion as a construction budget would erase the difference.

The carve-out is larger than a share register

SK Horizon is scheduled to receive SK Broadband’s data-centre business, including CDN services, and its proprietary subsea-cable-based international leased-line business. On the filing’s 31 March 2026 separate basis, that perimeter contains KRW2.061 trillion of assets, KRW1.585 trillion of liabilities and KRW475.817 billion of equity. Its 2025 revenue, classified through SK Broadband’s internal management accounting, was KRW347.727 billion.

The planned primary subscription is about 2.52 times that pre-spin book equity. This does not mean equity will simply become their sum: assets and liabilities can change before the effective date, transaction entries will matter and the final balance sheet is not available. It does show that the new-money leg is material relative to the carved-out capital base.

The share-sale price supplies a separate market ruler. KRW76,839 applied to all 66,216,598 pre-issue shares implies about KRW5.088 trillion of pre-money equity value. That is arithmetic from the disclosed consideration, not a reported enterprise value, acquisition multiple or promise of return. The platform also carries liabilities, and the filing does not disclose a debt-to-equity bridge that would turn this calculation into enterprise value.

Separation does not eliminate inherited obligations

The filing is unusually explicit about the boundary. SK Horizon and surviving SK Broadband will be jointly liable for liabilities incurred before the spin-off. If one pays an obligation allocated to the other, it receives a recovery right. Ambiguous liabilities are generally assigned by the business that caused them; when that cannot be determined, the companies use the net-asset ratio unless a better allocation measure exists.

Contracts follow their principal business or the asset they directly serve. But an inseparable agreement serving both the spin-off businesses and the rest of SK Broadband remains with the surviving company. Any service or transfer SK Horizon needs must then be arranged by discussion. Licences, permits, intellectual property, employees, litigation, data and personal information have their own transfer rules. Some rights can remain behind when law or their nature prevents transfer.

This makes operational independence a sequence rather than a declaration. A customer may see the same facility and service on 1 February, while the legal counterparty, permit holder, employee, system owner or shared contract is still governed by a transition arrangement. Capital cannot solve an untransferred control right by itself.

The 318MW figure is a perimeter, not a receipt

SK Telecom says SK Horizon will be responsible for a platform intended to reach 318MW, covering eight operating data centres and new AIDCs under construction in Ulsan and Guro. It does not publish how much of 318MW is already operating, how much is under construction or how much still depends on later expansion. Nor does it map the primary proceeds to a particular site, power connection, customer contract or subsea-cable phase.

SK Hyper is a different company. It is meant to develop new gigawatt-scale projects and carries separate targets of phased 5GW openings from 2029 and 15GW by 2035. Combining those targets with SK Horizon’s operating-and-development perimeter would count unlike vehicles and maturity states as though they were one capacity ledger.

The clean evidence ladder starts elsewhere: establish SK Horizon, complete the secondary sale, issue the primary shares, show the cash on the company balance sheet, finalise transferred contracts and liabilities, allocate capital to named projects, commission capacity, sign customers and collect cash. The KRW3.08 trillion announcement is the transaction envelope. It is not the last receipt in that chain.

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