What happened
Material Event Report (Decision on Rights Offering) Form 6.4
Sambu Construction Amendment Report August 7, 2026
1. Disclosure document subject to amendment: Material Event Report (Decision on Rights Offering) 2. Original submission date of the disclosure document subject to amendment: June 26, 2026 3. Amendment details Item: Reason for amendment; Before amendment; After amendment Item 3. Total issued shares before the capital increase (shares): Reason - Seoul Bankruptcy Court's approval of fractional-share cancellation; Before 6,175,243; After 6,139,903
Material Event Report / Korea Exchange Reporting Obligation To: Financial Services Commission / Korea Exchange Date: June 26, 2026
Company name: Sambu Construction Co., Ltd. Representative Director: Oh Il-rok Head office address: 8th-10th Floor, 25 Jongno 41-gil, Jongno-gu, Seoul (Tel) 02-2036-8000 (Website) http://www.sambu.co.kr Preparer: (Title) Head of Management Support Division (Name) Han Geon (Tel) 02-2036-8000
Decision on Rights Offering
1. Type and number of new shares: Common shares (shares) 33,000,000; Other shares (shares) - 2. Par value per share (KRW): 1,000 3. Total issued shares before the capital increase (shares): Common shares 6,139,903; Other shares - 4. Purpose of raising funds: Facility funds -; Business acquisition funds -; Working capital -; Debt repayment funds -; Funds for acquiring securities of other companies -; Other funds - 5. Capital increase method: Third-party placement * Matters concerning other shares: Basis in articles of incorporation -; Details of the shares -; Other - 6. New share issue price: Common shares (KRW) 1,000; Other shares (KRW) - 7. Reference share price: Common shares -; Other shares - 7-1. Method of calculating the reference share price: Valuation amount for a security with no formed market price 7-2. Discount or premium rate on the reference share price (%): - 7-3. Basis for calculating the discount (premium) rate: - 8. Basis in the articles of incorporation for the third-party placement: Article 9 (Pre-emptive Rights to New Shares), Paragraph 2, Item 5 - Where a rights offering is conducted in pursuing an M&A for purposes such as improving the financial structure 9. Payment date: July 13, 2026 10. Dividend accrual start date for new shares: January 1, 2026 11. Scheduled new share certificate delivery date: - 12. Scheduled listing date of new shares: September 1, 2026 13. Whether this constitutes a backdoor listing due to in-kind contribution: No. Whether there is an in-kind contribution: No. Whether unlisted company shares are included in the in-kind contribution property: Not applicable. In-kind contribution value of shares to be paid in: Amount -; Percentage of total assets for the most recent fiscal year (%) -; Number of shares to be paid in: - 14. Whether backdoor-listing requirements are met: Not applicable 15. Board resolution date (decision date): June 26, 2026. Attendance of independent (outside) directors*: Present -; Absent -. Attendance of auditor (audit committee member): - 16. Whether subject to securities registration statement filing: No 17. Reason for exemption: Under Article 277 of the Debtor Rehabilitation and Bankruptcy Act, where a debtor that is a stock company, or a new company, issues shares or bonds, Article 119 (Registration of Offering or Sale) of the Financial Investment Services and Capital Markets Act does not apply. 18. Whether subject to a short-sale subscription prohibition period: No. Start date -; End date - 19. Whether subject to Fair Trade Commission reporting: Not applicable * For listed companies, this refers to independent directors; for unlisted companies, outside directors. 20. Other matters for reference in investment decisions 1) The company received a decision approving its rehabilitation plan from the Seoul Bankruptcy Court on June 26, 2026 under the Debtor Rehabilitation and Bankruptcy Act, and this rights offering is being carried out pursuant to that rehabilitation plan. 2) Pursuant to Article 260 of the Debtor Rehabilitation and Bankruptcy Act, the company does not require a shareholders' meeting resolution or board approval as stipulated under the Commercial Act and other relevant laws, which are replaced by the Bankruptcy Court's permission or the administrator's report. 3) Pursuant to the approved rehabilitation plan, the company plans to sequentially carry out a first share consolidation (effective date July 1, 2026), a debt-to-equity conversion (effective date July 4, 2026), a second share re-consolidation (effective date July 11, 2026), and a third-party placement rights offering (effective date July 14, 2026 (as stated in the filing)). 4) The "3. Total issued shares before the capital increase" above is the number of shares after the first share consolidation, debt-to-equity conversion, and second share re-consolidation. 5) The purpose of raising funds in Item 4 above is to repay rehabilitation security interests, rehabilitation claims, etc. in accordance with the rehabilitation plan approved by the Bankruptcy Court. 6) The scheduled new share listing date in Item 12 above is the date on which the shares will be listed after the share consolidation, debt-to-equity conversion, and share re-consolidation are all completed; it may change depending on administrative procedures, and any change will be re-disclosed immediately. 7) The board resolution date (decision date) in Item 15 above is the date the company received the decision approving the rehabilitation plan from the Bankruptcy Court. 8) This third-party placement rights offering is expected to result in a change of the company's largest shareholder. 9) The implementation procedure for this third-party placement rights offering will proceed in accordance with the approved rehabilitation plan and may vary depending on the processing by the relevant institutions. 10) The new shares issued in this rights offering may not be disposed of for 1 year from the effective date and will be placed in custody with the Korea Securities Depository for 1 year.
* Where a listed company intends to issue a security for which no market price has been formed on the securities market, the following information is additionally provided (Unit: KRW, %) Trading-suspension-related information: Trading suspension date; Last closing price before suspension (A); Reference share price evaluation method; Valuation amount (B); Change ratio versus closing price (B-A)/A*100; Whether external appraisal was performed; Appraisal institution name 2025-04-01: 347; -; -; -; -; -; -
[Basis and Purpose of the Third-Party Placement] Articles-of-incorporation provision forming the basis for the third-party placement; Purpose of the third-party-placement capital increase Article 9 (Pre-emptive Rights to New Shares), Paragraph 2, Item 5 - Where a rights offering is conducted in pursuing an M&A for purposes such as improving the financial structure; Improving the financial structure through M&A
[Specific Use of Funds Raised Through the Third-Party Placement] [For working capital / other funds] (Unit: KRW thousand) Fund use; Details*; Planned amount by year: 2026; 2027; 2028 and after; Total Other funds; Repayment of rehabilitation claims; 33,000,000; -; -; 33,000,000 * The subscription proceeds will be deposited into an escrow account, pursuant to the rehabilitation plan approved by the Bankruptcy Court, for the repayment of unconfirmed rehabilitation claims after the repayment of rehabilitation security interests and rehabilitation claims.
[Selection Process, Transaction History, and Allotment Details by Third-Party Placement Recipient] Third-party placement recipient; Relationship with the company or largest shareholder; Selection process; Transactions and plans within 6 months before/after the capital increase decision; Allotted shares (shares); Remarks Rebuild Sambu Holdings Co., Ltd.; -; M&A acquirer; Borrowed KRW 2,000,000,000 in working capital on 2026-05-19; 33,000,000; Mandatory holding for 1 year from the effective date of the new shares
[Where the Third-Party Placement Recipient Includes a Corporation or Organization] (1) Basic information of the corporation or organization Name; Number of investors (persons); Representative director (representative partner) name/share; Managing partner (managing member) name/share; Largest shareholder (largest investor) name/share Rebuild Sambu Holdings Co., Ltd.; 1; Jang Young-bin / -; - / -; Rebuild No.1 Corporate Financial Stability Private Equity Limited Partnership / 100%
(2) Key financial matters of the corporation or organization for the most recent fiscal year-end (Unit: KRW million) Fiscal year -; Fiscal year-end -; Total assets -; Revenue -; Total liabilities -; Net income (loss) -; Total equity -; External auditor -; Capital stock -; Audit opinion - Method of fund procurement: Investment from Rebuild No.1 Corporate Financial Stability Private Equity Limited Partnership Formation background: M&A acquisition of Sambu Construction Co., Ltd.
(1) Basic information of the largest shareholder's largest shareholder corporation or organization Name; Number of investors (persons); Representative director (representative partner); Managing partner (managing member); Largest shareholder (largest investor) name/share Rebuild No.1 Corporate Financial Stability Private Equity Limited Partnership; 3; Zenith Capital Partners Co., Ltd.; -; Inocl Trust LLC / 99.20%
(2) Key financial matters of the largest shareholder's largest shareholder corporation or organization for the most recent fiscal year-end (Unit: KRW million) Fiscal year -; Fiscal year-end -; Total assets -; Revenue -; Total liabilities -; Net income (loss) -; Total equity -; External auditor -; Capital stock -; Audit opinion - * Rebuild No.1 Corporate Financial Stability Private Equity Limited Partnership was established in 2026 for the purpose of the M&A, so financial matters for the most recent fiscal year-end have not been prepared.
| Filed | 2026-08-07, [Amended] Material event report (rights offering) |
|---|---|
| Source | DART rcept 20260807000786 → open original filing |
Source: DART. Information only, not investment advice.
