What happened
Material event report / Matter subject to stock exchange reporting obligation Material management matter report of subsidiary KG Mobility Corporation
To: Financial Services Commission / Korea Exchange Date: August 3, 2026 Company Name: KG Mobility Corporation Representative Director: Hwang Gi-yeong Head Office Address: 455-12 Dongsak-ro, Pyeongtaek-si, Gyeonggi-do (Phone) 031-610-1114 (Website) http://www.kg-mobility.com Preparer in Charge: (Title) Head of Management Support Division (Name) Jeon Seung-jae (Phone) 031-610-1371
Resolution to issue convertible bonds
1. Type of Bonds Series: 124 Type: Unregistered, non-interest-bearing, unsecured, privately placed convertible bonds
2. Total Face Value (Electronically Registered) of Bonds (KRW): 108,142,500,000 2-1. Remaining issuance limit under the articles of incorporation (KRW): 385,300,000,000 2-2. (Overseas issuance) Total face value (electronically registered) (currency unit): - - Reference exchange rate, etc.: - - Issuance region: - - Name of market for overseas listing: -
3. Purpose of Fund Raising Facility Funds (KRW): - Business Acquisition Funds (KRW): - Operating Funds (KRW): 108,142,500,000 Debt Repayment Funds (KRW): - Funds to Acquire Securities of Other Companies (KRW): - Other Funds (KRW): -
4. Interest Rate on Bonds Coupon Rate (%): 0.0 Maturity Interest Rate (%): 1.0
5. Bond Maturity Date: August 11, 2029
6. Interest Payment Method: The coupon rate of these bonds is 0.0%, and no separate interest is paid before maturity.
7. Principal Repayment Method: For the principal of these bonds held until maturity, an amount equal to 103.0415% of the electronically registered amount (rounded down below the fourth decimal place) will be repaid in a lump sum on the maturity date of August 11, 2029. If the maturity date is not a business day (a day domestic banks ordinarily conduct business, excluding days on which only some banks or branches operate, Saturdays, Sundays, and legal holidays), repayment will be made on the following business day, and no interest will be calculated for the period after the principal maturity date.
8. Bond Issuance Method: Private placement
9. Matters Concerning Conversion Conversion Ratio (%): 100 Conversion Price (KRW/share): 2,760 Method of Determining Conversion Price: Based on the day before the board of directors' resolution date for this bond issuance, the price is the higher of (i) the arithmetic mean of the one-month weighted average price, one-week weighted average price, and most recent-day weighted average price of the issuing company's common shares, and (ii) the most recent-day weighted average price, at 100% of that value. Amounts below one won are rounded up. Type of Shares to Be Issued upon Conversion: KG Mobility Corporation registered common stock Number of Shares: 39,182,065 Ratio to Total Number of Shares (%): 16.22 Conversion Request Period: Start Date: August 11, 2027 / End Date: July 11, 2029
Conversion Price Adjustment Matters: 1) If, before a bondholder requests conversion, the issuing company issues shares through a rights offering, bonus issue, stock dividend, or capitalization of reserves at an issue price below the market price (as defined below), or issues convertible bonds or bonds with warrants at a conversion or exercise price below the market price, the conversion price will be adjusted as set out below, with the adjustment date being the date of the new share issuance or the issuance date of the relevant bonds. If a rights offering and a bonus issue are carried out simultaneously and the per-share issue price exceeds the market price, only the number of new shares from the bonus issue is applied to the adjustment. Adjusted Conversion Price = Conversion Price before Adjustment x (A+C/D x B) / (A+B) A: Number of shares already issued B: Number of newly issued shares C: Issue price per share D: Market price (1) "Number of shares already issued" is the total issued shares as of the day immediately before the adjustment event; for convertible bonds or bonds with warrants, "number of newly issued shares" is the number of shares issuable if fully converted/exercised at the time of issuance. (2) "Issue price per share" is zero (0) for a stock split, bonus issue, or stock dividend, and is the conversion or exercise price at time of issuance for convertible bonds or bonds with warrants. (3) "Market price" means the reference price used to determine the issue price (as defined in Article 5-18 of the Regulation on Issuance and Disclosure of Securities, or, other than in a rights offering, the reference price calculated using the day before the adjustment event as the base date) or the ex-rights price. 2) If a conversion price adjustment is required due to a merger, capital reduction, stock split, or consolidation, the conversion price will be adjusted, considering the relevant ratios, to correspond to the value of shares the bondholder would have held if fully converted immediately before the event. The adjustment date is the record date for the merger, capital reduction, stock split, or consolidation. 3) If an event increasing share value occurs (capital reduction, stock consolidation, etc.), the conversion price will be adjusted upward by the resulting adjustment ratio. Using the day before the shareholders' meeting resolution date as the base date, if the price calculated under Article 5-22, Paragraph 1 of the Regulation on Issuance and Disclosure of Securities (excluding item 3) (the "calculated price") is below par value, and the conversion price was already adjusted to par value before the base date (except where it may be adjusted below par value), the adjusted conversion price will be no less than the calculated price adjusted upward by the relevant ratio. 4) If the conversion price of the previously issued Series 121 convertible bonds or Series 122 bonds with warrants is adjusted downward, the conversion price of these bonds will be correspondingly adjusted downward to the same level. 5) If the conversion price adjusted under 1) through 4) is at or below par value, par value will be used as the conversion price, and the total issue price of shares issuable upon conversion of each bond may not exceed that bond's issue price. 6) Amounts below one won in the adjusted conversion price are rounded up.
Conversion Price Adjustment for Market Price Decline: Minimum Adjusted Price (KRW): - Basis for Minimum Adjusted Price: - Remaining issuance limit eligible for adjustment below 70% of the conversion price at issuance (KRW): -
9-1. Matters Concerning Options: - 10. Matters Concerning Merger: - 11. Subscription Date: August 11, 2026 12. Payment Date: August 11, 2026 13. Payment Method: Cash 14. Lead Manager: - 15. Guarantee Institution: - 16. Matters Concerning Collateral: -
17. Board Resolution Date (Decision Date): August 2, 2026 - Independent (outside) director attendance: Attended (persons): 5 / Not attended (persons): 0 - Auditor (audit committee member) attendance: Attended
18. Whether Subject to Securities Registration Statement Filing: No 19. Reason for Exemption from Filing: Exempt (one-year prohibition on unit splitting and conversion due to private placement) 20. Whether within a period during which acquisition of these convertible bonds is prohibited due to short selling: No / Start Date: - / End Date: - 21. Details of Securities Lending Transactions Linked to the Overseas Issuance of These Bonds: - (Purpose, number of shares, identity of lender and borrower, scheduled disposal timing, lending terms (period, repayment terms, interest rate), repayment method, connection with the issuance of these convertible bonds, fees, etc.): - 22. Whether Subject to Fair Trade Commission Reporting: Not applicable * For listed companies, "independent director"; for unlisted companies, "outside director"
23. Other matters for investment reference Matters concerning joint and several guarantee by an interested party: If the company fails to make principal and interest payments under Article 4, Paragraphs 10 (method and deadline of bond repayment), 11 (method and deadline of interest payment), and 23 (grounds for acceleration of these bonds) of the underwriting agreement, the interested party KG Eco Solution Co., Ltd. agrees to pay the unredeemed principal (electronically registered amount) of these bonds plus interest accrued from the issuance date to the date the payment obligation arises, applying the maturity-guaranteed yield under Paragraph 9 (interest rate and yield of bonds) of this article, and to add default interest under Paragraph 12 (default interest) from the date the obligation arises to the day before actual payment.
[Details of bonds issued to a specific person] Subscriber Name: Chery Global Innovations (Hong Kong) Limited Relationship with the Company or Largest Shareholder: - Basis for Selection: Selected considering the investor's payment capacity, timing, and future relationship with the company, for fund-raising necessary for the company's management purposes Transaction History and Plans within 6 Months Before and After the Issuance Decision: - Face Value (Electronically Registered) Total Issued (KRW): 108,142,500,000 Remarks: -
[Where a corporation or entity subject to the bond issuance becomes a shareholder upon exercise of rights] (1) Basic information on the corporation or entity Name: Chery Global Innovations (Hong Kong) Limited Number of Investors: 1 Representative Director (Representative Partner): ZHANG Jinsong, 0% Managing Member (Managing Partner): - Largest Shareholder (Largest Investor): CHERY AUTOMOBILE HONGKONG TRADE CO., LIMITED, 100%
(2) Key financial matters of the corporation or entity for the most recent fiscal year (Unit: KRW million) Fiscal Year: Fiscal year ended December 2025 Total Assets: 864 Sales: - Total Liabilities: 721 Net Income: 1 Total Equity: 143 External Auditor: Ernst & Young Hua Ming LLP Capital: 145 Audit Opinion: Unqualified opinion Funding Method: Borrowing from an affiliate Background of Fund Formation: Borrowed from Chery Automobile (an affiliate) Note: The key financial matters of Chery Global Innovations (Hong Kong) Limited above for the most recent fiscal year (2025) are converted into Korean won using the exchange rate published by Seoul Money Brokerage Services Limited. [Exchange rate applied] - Financial status: KRW 204.76/RMB (exchange rate as of December 31, 2025)
[Specific purpose of use of funds raised] [In the case of operating funds / other funds] (Unit: KRW million) Fund Use: New-vehicle development, etc. (investment costs) Planned Amount to Be Used by Year: 2026: 30,000 / 2027: 50,000 / After 2027: 28,142 / Total: 108,142 * Planned investment in new-vehicle development, strengthening future-vehicle technology competitiveness, improving production and quality competitiveness, and expanding global business, etc.
[Matters concerning outstanding, unredeemed bonds] Type of Outstanding, Unredeemed Bond: Series 121 unregistered, interest-bearing, unsecured, privately placed convertible bonds Balance (KRW): 5,000,000,000 Conversion (Exercise) Price (KRW): 5,040 Number of Shares Convertible (Exercisable): 992,063 Conversion (Exercise) Period: 2024.03.24 ~ 2028.02.24 Remarks: -
Type of Outstanding, Unredeemed Bond: Series 122 unregistered, interest-bearing, unsecured, publicly offered bonds with warrants Balance (KRW): 15,269,610,000 Conversion (Exercise) Price (KRW): 6,729 Number of Shares Convertible (Exercisable): 22,365,537 Conversion (Exercise) Period: 2024.01.05 ~ 2028.11.05 Remarks: All unexercised rights listed as new share subscription warrant certificates separated from the publicly offered bonds with warrants are aggregated into the number of convertible (exercisable) shares.
Subtotal: Balance 20,269,610,000 / Number of Shares (A) 23,357,600 Newly Issued Bond: Balance 108,142,500,000 / Conversion Price 2,760 / Number of Shares (B) 39,182,065 / Conversion Period 2027.08.11 ~ 2029.08.11 Total: Balance 128,412,110,000 / Number of Shares 62,539,665
Total Number of Previously Issued Shares (C): 202,374,912 Ratio of Total to Previously Issued Shares (%) (D=(A+B)/C): 30.90
| Filed | 2026-08-03, Material event report (convertible bonds) (subsidiary) |
|---|---|
| Source | DART rcept 20260803900007 → open original filing |
Source: DART. Information only, not investment advice.

