Celemics

331920 · KOSDAQ · Health Care · SMALL CAP

Material management matter relevant to investment decisions

Celemics signed a license and supply agreement with Achieve Diagnostics, LLC (AchieveDx) of the United States on 2026-09-01, under which Celemics licenses its diagnostic technology and supplies diagnostic kits, carrying a three-year cumulative minimum commitment of USD 2,475,000 in royalties and USD 4,750,000 in kit purchases.

Supply contract(Material management matter relevant to investment decisions)· FILED 2026-09-01· RCEPT 20260901900312

What happened

Material matter relevant to investment decisions

1. Title License and supply agreement executed

2. Key contents On September 1, 2026, the Company entered into a license and supply agreement with Achieve Diagnostics, LLC (AchieveDx) of the United States.

1) Counterparty: Achieve Diagnostics, LLC (AchieveDx)

2) Contract contents: an agreement under which the Company (Celemics Inc.) licenses its licensed technology to the counterparty and supplies the related diagnostic kits.

3) Contract execution date: September 1, 2026 (effective date under the contract: August 31, 2026)

4) Contract term: - August 31, 2026 to August 30, 2029 (3 years from the effective date) - Thereafter automatically renewed in one-year terms unless either party gives notice of non-renewal at least 90 days before the end of the term.

5) Contract amount This agreement has no fixed lump-sum total contract amount (upfront payment/milestones); the Company's actual revenue will consist of royalties from tests performed and kit sales proceeds. The following 3-year cumulative minimum commitment has been set.

Minimum-commitment-basis contract amount - Minimum net-sales-basis royalty to be received by the Company: USD 2,475,000 (KRW 3,399,660,000) (Royalty: 20% of net sales from licensed tests performed) (Minimum net sales from licensed tests performed: USD 12,375,000 (KRW 16,998,300,000)) - Minimum kit purchase amount (= amount received by the Company): USD 4,750,000 (KRW 6,524,600,000) * Exchange rate basis: the rate quoted on September 1, 2026 (1 USD = KRW 1,373.60)

6) Payment terms - Royalty: paid within 30 days from the invoice date following quarterly settlement - Kits: paid within 30 days from the invoice date following kit supply upon receipt of a purchase order

7) Conditions if the minimum commitment is not met If, as of the end of each contract year, cumulative net sales or kit purchase amount falls short of the minimum commitment, the counterparty must resolve the shortfall within 30 days by one of the following methods: (1) Pay an amount equivalent to 20% of the shortfall as royalty, or (2) Submit a diagnostic kit purchase order corresponding to the shortfall. If the shortfall is not resolved within the above period, the Company may convert the license to non-exclusive by written notice, in which case the agreement itself remains in effect.

3. Date of occurrence (confirmation): 2026-09-01

4. Resolution date: - - Outside director attendance: Present (persons) -, Absent (persons) - - Attendance of auditor (audit committee member who is not an outside director): -

5. Other matters material to investment decisions (1) The date of occurrence (confirmation) above is the contract execution date. (2) The supply price under this agreement was set in US dollars (USD); the KRW-equivalent amount of the above contract amount was calculated using the trading-base exchange rate quoted on September 1, 2026 (1 USD = KRW 1,373.60). (3) The above contract amount represents 172% of the Company's (consolidated) sales (KRW 5,767,635,388) for the most recent fiscal year (2025). (3) This contract amount is calculated on a minimum-commitment basis, and actual sales may vary going forward depending on licensed test sales and purchase order (PO) intake. (Note: the source numbers this point "(3)" twice, as stated in the filing.)

Related disclosures: -

Filed2026-09-01, Material management matter relevant to investment decisions
SourceDART rcept 20260901900312 → open original filing

Source: DART. Information only, not investment advice.

For informational purposes only. This is not investment advice, a recommendation, or a solicitation to buy or sell any security. Do your own research; any investment decision is your own responsibility.

Data from DART, Korea's official corporate-filing system. Data sourced from official DART filings. Accuracy is not guaranteed. Figures are as of the date shown. As of 2026-09-01 (KST). · Converted at 1 USD ≈ ₩1,325 (rate of 2026-10-21).