Inter-market price differences may remain high for a long time! SK Hynix hits ADR conversion limit, cross-border arbitrage channel closed for short term
The cross-border arbitrage opportunity involving global storage giant SK Hynix, which has attracted much attention from the global capital market, has now been basically closed to secondary market traders. After completing the largest stock issuance by a foreign-funded enterprise in the United States in history, the conversion rules for SK Hynix’s local ordinary shares and U.S. stock ADRs were officially implemented recently. The Korea Depository and Clearing Corporation (KSD) said that SK Hynix has set a limit on the number of Korean-listed shares that can be converted into ADRs at 2.5% of the total number of issued shares.
The cross-border arbitrage opportunity involving global storage giant SK Hynix, which has attracted much attention from the global capital market, has now been basically closed to secondary market traders. After completing the largest stock issuance by a foreign-funded enterprise in the United States in history, the conversion rules for SK Hynix’s local ordinary shares and U.S. stock ADRs were officially implemented recently. The Korea Depository and Clearing Corporation (KSD) said that SK Hynix has set a limit on the number of Korean-listed shares that can be converted into ADRs at 2.5% of the total number of issued shares. KSD CEO Rhee Yunsu told the media that as SK Hynix completed the ADR issuance of US$26.5 billion on July 10, the quota has been fully occupied. This means that investors cannot convert Seoul-listed SK Hynix common shares into U.S. stock ADRs unless existing ADR holders first convert their U.S.-traded depositary receipts back into Korean stocks to free up quota. According to SK hynix's regulatory filing documents, the company's ADRs implement a fixed exchange ratio with local stocks, with each U.S. stock ADR corresponding to 0.1 Korean ordinary shares. At the same time, existing ADR holders enjoy cancellation rights and can withdraw corresponding shares of Korean basic ordinary shares by canceling the American depositary receipts in their hands. Large price differences may remain Since SK Hynix completed the largest stock sale by a foreign company in the United States on July 10, the conversion mechanism between SK Hynix’s Korean stocks and ADRs has been the focus of arbitrage traders. Previously, the market had been waiting for a clear signal: whether Korean domestically listed stocks could be freely converted into U.S. stock ADRs without restrictions. The mature ADR two-way free conversion mechanism has always been the core foundation for smoothing cross-market price differences, maintaining a high degree of linkage between asset prices in the two places, and maintaining pricing synchronization. Without the ability to freely create new ADRs, arbitrageurs are greatly limited in how they can profit from price differences between the markets in Seoul and New York. This may result in ADRs listed on U.S. stocks maintaining a premium over local Korean stocks in the long term. Market data shows that as of Wednesday, the premium rate of SK Hynix's ADRs over Seoul-listed stocks was once as high as 51% and currently remains at around 33%. The establishment of a conversion cap means that the large price difference between the two places may last longer. Note: The orange line is the premium level of SK Hynix’s U.S. stock ADR relative to Korean stocks. As the depository bank for the SK Hynix ADR project, the latest notice issued by Citigroup further disclosed the restrictions on short-term transactions: the new Korean ordinary shares issued this time have not yet been listed on the Korean exchange, and transfer custody cannot be processed before listing. Therefore, the creation and cancellation channels of ADR will be suspended until July 29. It is worth noting that SK Hynix’s ADR transaction structure is highly similar to that of TSMC. TSMC also implements asymmetric one-way conversion rules: investors can freely convert U.S. stock ADRs into locally listed stocks in Taiwan, China, but cannot freely create new U.S. stock ADRs through Taiwan stocks. Data compiled by some media show that due to the one-way conversion mechanism, TSMC’s ADRs traded in the United States have historically enjoyed a premium, with the average premium rate over the past five years being 12.6% compared to Taiwan’s domestically listed stocks.