What happened
Equity and capital-contribution-security acquisition decision 6.1 KG Steel Amendment report Date: August 27, 2026 1. Disclosure document being amended: material event report (equity and capital-contribution-security acquisition decision) 2. Original filing date of the document being amended: March 31, 2026 3. Amendment details Item "2. Acquisition details" - reason: finalization of acquisition details Before: acquisition amount (KRW)(A) 400,000,000,050; ratio to total assets (A/B) 12.90%; ratio to equity (A/C) 19.46% After: acquisition amount (KRW)(A) 394,610,154,745; ratio to total assets (A/B) 12.73%; ratio to equity (A/C) 19.20% Item "5. Expected acquisition date" - reason: finalization of acquisition date Before: - After: August 31, 2026 Item "7. Payment of transaction price" - reason: finalization of final-payment timing Before: 2) Payment timing: down payment April 1, 2026; final payment on the day 5 business days after all conditions precedent to closing under the stock purchase agreement are satisfied, or such other date as the parties agree After: 2) Payment timing: down payment April 1, 2026; final payment August 31, 2026
Material event report / Korea Exchange disclosure obligation To: Financial Services Commission / Korea Exchange Date: March 31, 2026 Company name: KG Steel Co., Ltd. Representative director: Kim Seong-il Head office: 5F, KG Tower, 92 Tongil-ro, Jung-gu, Seoul (Tel) 02-3450-8114 (Website) https://kg-steel.co.kr Preparer: (Title) Head of Finance Office, Management Support Division (Name) Kim Hyung-do (Tel) 02-3450-8095
Equity and capital-contribution-security acquisition decision
1. Issuing company: Kcar Co., Ltd.; nationality Republic of Korea; representative Jeong In-guk; capital (KRW) 24,410,424,000; relationship with the company -; total shares outstanding 48,820,848; principal business used-car sales; new shares via third-party allotment within the last 6 months: No
2. Acquisition details: shares to be acquired 25,632,810; acquisition amount (KRW)(A) 394,610,154,745; total assets (KRW)(B) 3,100,740,293,377; ratio to total assets (A/B) 12.73%; equity (KRW)(C) 2,055,486,553,860; ratio to equity (A/C) 19.20%
3. Shares held and ownership ratio after acquisition: 25,632,810 shares; 52.50%
4. Purpose of acquisition: diversifying the business portfolio and securing future growth drivers
5. Expected acquisition date: 2026.08.31
6. Counterparty: Hahn & Co. Auto Services Holdings LLC; capital (KRW) 3,436,512,200; principal business: investment-purpose company under the Financial Investment Services and Capital Markets Act; head office 21F, Ferrum Tower, 19 Euljiro 5-gil, Jung-gu, Seoul; relationship with the company -
7. Payment of transaction price: 1) method: cash; 2) timing: down payment April 1, 2026, final payment August 31, 2026
8. External appraisal: performed - Yes Basis and reason: 1) basis - to be attached to the material event report filed with the Financial Services Commission under Article 161 of the Financial Investment Services and Capital Markets Act and Article 171 of its Enforcement Decree; 2) reason - to provide reference material on the appropriateness of the acquisition price and to serve as an attachment to the material event report External appraiser: Taesung Accounting Corporation; appraisal period 2026.06.17 - 2026.06.26 Appraisal opinion: the per-share reference market price of the shares to be acquired is KRW 14,115, and the per-share value including a control premium is estimated at KRW 12,780 to KRW 32,482. The acquisition price of KRW 15,605 per share falls within that control-premium range, and no grounds were found to deem the acquisition amount inappropriate from a materiality standpoint.
9. Board resolution date: 2026.06.29 (independent/outside directors present: 3, absent: 1; audit committee attendance: -)
10. Backdoor listing: not applicable; plans for third-party-allotment capital raise within 6 months: not applicable
11. Whether the issuing company meets backdoor-listing requirements: not applicable
12. Subject to Fair Trade Commission reporting: applicable
13. Put option or similar contract: No; contract details -
14. Plans for future corporate restructuring: as of the filing date, no specific plans have been decided.
15. Other material matters relevant to investment decisions - "1. Issuing company" capital and total shares outstanding are as of the filing date. - "2. Acquisition details" total assets and equity are based on the consolidated financial statements under Korean IFRS as of year-end 2025. - "5. Expected acquisition date" is based on the completion date of payment. A stock purchase agreement was executed with the counterparty on the day of the board resolution. The final payment was originally to be made on the day 5 business days after all conditions precedent to closing (including merger-filing clearance) are satisfied, or on such other date as agreed; once fixed, an amended disclosure would follow immediately. - The capital of the "6. Counterparty" is based on preliminary year-end 2025 figures. - The down payment under "7. Payment of transaction price" was paid on April 1. - Regarding "8. External appraisal," if an on-market purchase method becomes available, the company will proceed that way. - "12. Subject to Fair Trade Commission reporting" refers to the business-combination filing. - This disclosure reflects the parties' agreed closing-date determination and a purchase-price change under the price-adjustment clause of the stock purchase agreement. - All authority for deciding and implementing specific details is delegated to the representative director or a person the representative director designates. - Either party may immediately terminate the agreement by written notice to the other if closing becomes unlawful or prohibited by law, or a government agency issues a final, non-appealable order making it unlawful or prohibited. - The issuing company's financial information is prepared as of year-end for the current year (2025), the prior year (2024) and the year before that (2023). * Related disclosures: -
[Summary financial status of the issuing company] (unit: KRW million) Current year: total assets 534,570; total liabilities 310,632; total equity 223,939; capital 24,410; revenue 2,438,839; net income 50,886; audit opinion unqualified; auditor Samil PricewaterhouseCoopers Prior year: total assets 524,848; total liabilities 299,060; total equity 225,788; capital 24,091; revenue 2,301,530; net income 43,965; audit opinion unqualified; auditor Samil PricewaterhouseCoopers Year before that: total assets 554,118; total liabilities 319,202; total equity 234,916; capital 24,091; revenue 2,047,566; net income 28,366; audit opinion unqualified; auditor Samil PricewaterhouseCoopers
[Borrowings] KB Securities: amount KRW 67,000 million; term 5 years from first drawdown; collateral asset -; note: share-pledge agreement over 19,225,720 Kcar common shares, pledge over the securities account holding those shares, and pledge over the company's deposit account receiving dividends, disposal proceeds and other contractual payments KDB Capital: amount KRW 26,000 million; term 5 years from first drawdown; same collateral/note structure as above (19,225,720 Kcar common shares) SBI Savings Bank: amount KRW 7,000 million; term 5 years from first drawdown; same collateral/note structure as above Subtotal: KRW 100,000 million The above is premised on all conditions precedent to closing under the stock purchase agreement (including merger-filing clearance) being satisfied.
| Filed | 2026-08-27, [Amended] Material event report (equity acquisition) |
|---|---|
| Source | DART rcept 20260827001050 → open original filing |
Source: DART. Information only, not investment advice.

