'i-Recipe' Sunjin Beauty Science Spins Off Clinical Division into an Independent Corporation... "Securing Future Growth Engines"

Sunjin Beauty Science is setting out to establish a professional management system by separating its cosmetic materials business and clinical trial business.

Sunjin Beauty Science announced on the 7th that it held a board of directors meeting and decided to establish a newly formed company, Sunjin Clinical Research Center Co., Ltd. (tentative name), by splitting off its clinical trial-related business division through a simple physical spin-off. This spin-off will be conducted in a way that the surviving company, Sunjin Beauty Science, will be allotted 100% of the newly established company's issued shares, and the spin-off date is set for July 1st. After the spin-off, Sunjin Beauty Science will remain a KOSDAQ-listed corporation, and the newly established company will become an unlisted corporation.

Sunjin Beauty Science, known as a company specializing in UV screening raw materials and the high-functional skincare brand i-Recipe, cited securing independence between business divisions as the core purpose of this spin-off. The intention is to fundamentally block conflict of interest concerns that had been raised while simultaneously operating the cosmetic materials production and clinical trial businesses, and to strengthen external competitiveness by increasing the objective reliability of clinical data. In particular, as the newly established company will independently manage confidential information such as active ingredients and full ingredients necessary for clinical trials, sales expansion targeting external client companies is expected to accelerate.

Looking at the financial structure, as of the end of 2025, the total assets of the surviving company are approximately 165.6 billion won, and the newly established company is about 2.9 billion won. Due to the nature of a physical spin-off, there will be no change in the largest shareholder's stake, and there will also be no impact on the consolidated financial statements. To protect shareholders, the company will grant dissenting shareholders the right to demand the purchase of their shares, with the expected purchase price set at 10,677 won per share. However, it stipulated the condition that the spin-off decision may be withdrawn if the total amount of the share purchase price exceeds 2 billion won.

Through this corporate governance restructuring, Sunjin Beauty Science plans to maximize the expertise of each division, from raw material manufacturing and brand operation to clinical research. The company clarified that it will maintain the unlisted status of the newly established company to prevent the dilution of shareholder value, and that it has no plans for listing within the next five years.

The general shareholders' meeting for the approval of the spin-off plan is scheduled to be held on the 10th of next month.