[Exclusive] Samsung Officially Denies U.S. ADR Plans—but Launches Behind-the-Scenes Review

Samsung Electronics has reportedly begun internally reviewing scenarios for issuing American depositary receipts (ADRs) in the United States, even examining the practical procedures involved. Although the company has officially denied reports that it is considering such a move, working-level staff have begun assessing the potential costs and benefits and the necessary procedures at the direction of senior management.
Early Stage of Examining Possible Structures and Procedures
According to semiconductor industry sources on July 15, Samsung Electronics executives recently instructed relevant departments to examine whether a viable structure could be created for issuing ADRs in the United States. Finance, investor relations and other relevant teams are consequently identifying the tasks and procedures that would fall within their respective areas if the company were to pursue a U.S. listing.
The review is understood to be a preliminary study assessing feasibility, rather than an indication that the company has decided to list or determined the timing or size of an issuance. Each department is examining the requirements for a U.S. stock-market listing and the internal preparations that would be necessary.
As part of this process, Samsung Electronics staff have reportedly requested information from SK hynix, which recently issued ADRs and listed on Nasdaq. The request was intended to gather information about the preparation process and practical experience of SK hynix, which completed its U.S. listing ahead of Samsung. This suggests that Samsung’s internal review has progressed beyond examining the relevant rules and procedures on its own to studying the experience of a company that has actually completed such a listing.
Bloomberg reported on July 14, local time, that Samsung Electronics had held preliminary discussions with investment banks about a potential U.S. listing through ADRs. It said the discussions were at an early stage, with no specific decisions made regarding underwriters or the issuance structure, and that they might not ultimately lead to a listing. Immediately after the report, Samsung Electronics stated, “We are not considering a U.S. stock-market listing through the issuance of ADRs.”
SK hynix Also Distanced Itself from Speculation Before Going Public with Its Plans
Some observers, however, argue that Samsung Electronics’ official denial does not necessarily mean that the possibility of a future ADR issuance has been completely ruled out. Companies often refrain from disclosing preliminary reviews of overseas listings or large-scale securities issuances because transaction terms and schedules can change before formal procedures such as board approval and regulatory disclosures begin.
When speculation about a U.S. listing by SK hynix first emerged, the company also maintained that no specific decisions had been made. It later proceeded through its internal decision-making process and filings with the U.S. Securities and Exchange Commission, gradually formalizing its ADR issuance and Nasdaq listing. Until the company publicly announced its listing plan, it distanced itself from market speculation and disclosed the initiative only after beginning the formal process.
On July 10, SK hynix issued ADRs at $149 per share, raising approximately $26.5 billion, or about 40 trillion won. This represented the second-largest U.S. stock-market listing on record, behind SpaceX, which raised $85.7 billion through an initial public offering last month, and the largest ever by a foreign company.
“ADRs can be structured in a variety of ways depending on whether new shares are issued and which listing method is used,” a semiconductor industry official said. “My understanding is that following the success of SK hynix’s U.S. listing, Samsung Electronics also began internally examining the structures available to it and the procedures that would be required.”