December 24, 2003 in Social Responsibility News

Merger between Affiliates

1. Merger companies: Samsung Card and Samsung Capital
Samsung Card
- Shareholders’ equity: KRW 278,701,915,000
- Shares outstanding: 55,740,383 shares
- Business area: Credit card, leasing, and loan-making
- Samsung Electronics’ equity investment in Samsung Securities
· Investment amount: KRW 260,913,615,000 (31,261,946 shares)
· Ownership: 56.08%
Samsung Capital
- Shareholders’ equity: KRW 208,299,165,000
- Shares outstanding: 41,659,833 shares
- Business area: Financing and leasing.

2. Merger details
- Merger purpose: To stabilize the business operation through improving management efficiency and to lay the foundation of a long-term growth.
- Merger method: Samsung Card takes over Samsung Capital
- Merger terms and conditions: 0.47 shares for each Samsung Capital share
- Merged company’s shareholders’ equity: KRW 377,249,915,000
- Merged company’s shares outstanding: 75,449,983 shares
- Merger schedule
· December 23, 2003: BOD resolution of the merger and signing of the take-over contract.
· January 17, 2004: Shareholders meeting of Samsung Card
· February 1, 2004: Takeover date

3. The BOD of Samsung Card authorized the merger on December 23, 2003.

4. Others
Samsung Electronics, the major shareholder of the respective companies, is
examining whether to participate in a rights issuance by the merged company in
a proportion to its ownership of the merged company. The BOD will make a decision on whether to participate in the equity issuance. Follow-up BOD decisions regarding the issue will be disclosed.


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