AI semiconductor startup Rebellions and SK Telecom announced on the 18th that they have signed a definitive merger agreement between Rebellions and SK Telecom’s subsidiary, Sapeon Korea.

The two companies first revealed their plans to merge in June, with the goal of strengthening their global AI infrastructure capabilities. Since then, they have conducted thorough due diligence and finalized the merger terms.

Under the agreement, Rebellions and Sapeon Korea will merge at a valuation ratio of 2.4:1. The newly formed company is expected to surpass a corporate value of 1 trillion KRW, positioning it as a leading unicorn in Korea’s AI semiconductor industry.

While the merged entity will officially retain the name “Sapeon Korea,” Rebellions’ leadership will oversee the company. As a result, the new company will operate under the name “Rebellions.” Park Sung-hyun, the CEO of Rebellions, who has driven the startup’s rapid growth, will lead the merged entity.

To ensure that Rebellions’ management holds the largest stake, Sapeon’s shareholders, including SK Telecom, SK Hynix, and SK Square, will sell 3% of their shares (based on post-merger valuation) before the merger is completed. This will establish Rebellions’ leadership as the primary shareholders.

Moreover, to support smooth post-merger operations, Rebellions’ leadership and major shareholders, including Sapeon, have agreed not to sell shares without mutual consent for a set period.

Post-merger, SK Telecom will serve as a strategic investor, actively supporting the newly formed company’s entry into the global AI semiconductor market and enhancing South Korea’s AI semiconductor competitiveness. SK Square and SK Hynix will also back the merged entity as shareholders of Sapeon.

Rebellions and SK Telecom view the next two years as a “golden window” for South Korea to gain a foothold in the global AI semiconductor market. Following this agreement, the companies aim to launch the merged entity by the end of this year.

Founded in 2020 by CEO Park Sung-hyun and others, Rebellions has rapidly grown into one of South Korea’s top AI semiconductor companies. In just three years, it has launched two chips and secured 300 billion KRW in cumulative investments from domestic and international investors. Rebellions plans to mass-produce its AI chip, ATOM, and introduce its next-generation chip, REBEL, which will support large language models (LLMs), by the end of this year.

Sapeon Korea, originally part of SK Telecom’s internal R&D division, spun off in 2016 to focus on AI semiconductors. It launched Korea’s first AI chip for data centers in 2020, and last November, it introduced the next-generation AI chip, X330, continuing to innovate in the high-performance AI semiconductor field.

Park Sung-hyun, CEO of Rebellions, stated, “This merger was made possible through the broad support of our investors and key business partners, who recognized the need for a national effort to advance Korea’s AI semiconductor sector. With this merger, we are gearing up for the real competition in the AI semiconductor race, and we aim to showcase Korea’s potential as a global leader.”

Yoo Young-sang, CEO of SK Telecom, added, “This agreement significantly boosts the global competitiveness of our AI semiconductor strategy, one of the three key areas in SKT’s AI value chain. SK Telecom will continue to make proactive investments and partnerships to position itself as a global AI leader.”