Agent AI

060900 · KOSDAQ · Utilities · SMALL CAP

[Amended] Material event report (decision to sell own convertible bonds)

Agent AI amended a September 18, 2025 disclosure to reflect that only US$1.47M (not the originally announced US$2.95M) face value of 33rd-series convertible bonds was ultimately sold, to Nakamoto Investment Association, after buyer Kang Seong-o's portion fell through, with the sale proceeds received on September 29, 2025.

Capital raise([Amended] Material event report (decision to sell own convertible bonds))· FILED 2026-09-30· RCEPT 20260930000748

What happened

Agent AI / Material Event Report (Decision to Sell Own Convertible Bonds) / (2026.09.30)

Amendment Report September 30, 2026

1. Disclosure document being amended: Material Event Report (Decision to Sell Own Convertible Bonds) 2. Original filing date of the disclosure document being amended: September 18, 2025

3. Amendment details Item: Reason for amendment / Before amendment / After amendment

8. Sale amount - Amount (KRW): Amendment due to deal closing: 4,000,000,000 -> 2,000,000,000

9. (Expected) receipt date of the sale proceeds: 2026-09-30 -> 2025-09-29

11. Matters regarding conversion - Number of shares to be issued upon conversion: 400,000 -> 200,000; Ratio to total shares (%): 8.19 -> 3.05

13. Other matters for investment reference [Matters regarding the purchaser]: [Note 2, before amendment] / [Note 2, after amendment]

Note 1: Of the KRW 2.0 billion face value of convertible bonds sold above after amendment, a conversion request for KRW 1.9 billion was exercised by the purchaser on September 30, 2025, after receipt of the sale proceeds, and converted into shares. (For details, see the "Exercise of Conversion Rights (Series 33)" disclosure dated September 30, 2025.)

[Note 2, before amendment] [Matters regarding the purchaser] Purchaser name: Kang Seong-o; Relationship with the company or largest shareholder: -; Selection process: Selected considering the investor's intent, payment capacity, and timing, etc., to achieve the Company's management objectives and promptly raise necessary funds; Transactions within 6 months before/after the sale decision, and plans: -; Face value of bonds purchased (KRW): 1,000,000,000; Remarks: -

Purchaser name: Nakamoto Investment Association; Relationship with the company or largest shareholder: -; Selection process: Selected considering the investor's intent, payment capacity, and timing, etc., to achieve the Company's management objectives and promptly raise necessary funds; Transactions within 6 months before/after the sale decision, and plans: -; Face value of bonds purchased (KRW): 3,000,000,000; Remarks: -

[Note 2, after amendment] [Matters regarding the purchaser] Purchaser name: Nakamoto Investment Association; Relationship with the company or largest shareholder: -; Selection process: Selected considering the investor's intent, payment capacity, and timing, etc., to achieve the Company's management objectives and promptly raise necessary funds; Transactions within 6 months before/after the sale decision, and plans: -; Face value of bonds purchased (KRW): 2,000,000,000; Remarks: -

Material Event Report / Matter Subject to KRX Reporting Obligation To: Financial Services Commission / Korea Exchange September 18, 2025 Company name: DigiPi Co., Ltd. Representative Director: Oh Kyung-won Head office address: 23 Greentech-ro, Yeonggwang-eup, Yeonggwang-gun, Jeollanam-do (Phone) 02-562-5310 (Website) http://www.daehangreenpower.com Person responsible for preparation: (Title) Executive Vice President (Name) Ham Sang-ok (Phone) 070-4437-1629

Decision to Sell Own Convertible Bonds

1. Type of bonds: Series 33; Type: Bearer-form, interest-bearing, unsecured, privately placed convertible bonds 2. Bond issue date: February 27, 2024 3. Bond issue method: Private placement 4. Bond maturity date: February 27, 2027 5. Total face value (electronically registered) of the bonds (KRW): 10,100,000,000

6. Details of the acquisition before maturity of the bonds to be sold: Face value (electronically registered) of the bonds to be sold (KRW): 4,000,000,000 Acquisition amount (KRW): 4,264,643,272 Circumstances of acquisition: Acquisition of bonds before maturity through consultation with the bondholder

7. Sale decision date: September 18, 2025

8. Sale amount: Amount (KRW): 2,050,000,000; Basis of calculation: Determined through consultation with the purchaser, considering the current share price situation, conversion requests on the convertible bonds, etc.

9. (Expected) receipt date of the sale proceeds: September 29, 2025

10. Purpose of sale: Securing working capital

11. Matters regarding conversion: Conversion ratio (%): 100; Conversion price as of the reporting date (KRW/share): 10,000; Type of shares to be issued upon conversion: Agent AI Co., Ltd. common shares; Number of shares: 200,000; Ratio to total shares (%): 3.05; Conversion request period: Start date February 27, 2025; End date January 27, 2027

12. Whether subject to Fair Trade Commission reporting: Not applicable

13. Other matters for investment reference: 1) The decision to resell the above convertible bonds concerns the resale of the entire KRW 4.0 billion (face value) of the "Series 33 bearer-form, unsecured, privately placed convertible bonds" that the Company acquired before maturity on March 28, 2025 and June 27, 2025. 2) The above (expected) receipt date of the sale proceeds is the date on which the convertible bonds are delivered to the purchaser pursuant to the convertible bond sale and purchase agreement between the Company and the purchaser. 3) The above conversion price as of the reporting date reflects a change in the conversion price due to the dilution effect of the small-amount public offering (third-party allotment) rights offering paid in on May 9, 2025. 4) Matters regarding conversion price adjustment: Within the scope permitted by relevant laws and regulations, the conversion price may be adjusted after the issue date of these bonds and before their conversion, due to any of the following events:

a. If, before a holder of these bonds requests conversion, the issuing company issues shares through a rights offering, stock dividend, or capitalization of reserves, etc., at an issue price below market price, or issues convertible bonds or bonds with warrants at a conversion price or exercise price below market price, the conversion price will be adjusted as follows. The adjustment date for the conversion price under this item is the date of issuance of the new shares due to the rights offering, stock dividend, or capitalization of reserves, etc., or the issue date of the convertible bonds or bonds with warrants.

Adjusted conversion price = Conversion price before adjustment x [(A + (B x C / D)) / (A + B)] A: Number of shares previously issued B: Number of new shares issued C: Issue price per share D: Market price

However, in the above formula, "number of shares previously issued" is the total number of issued shares as of the day immediately before the relevant adjustment event occurs, and when issuing convertible bonds or bonds with warrants, "number of new shares issued" is the number of shares that would be issued if the bonds were fully converted at the conversion price, or if all warrants were fully exercised at the exercise price, at the time of issuance of the relevant bonds. Also, in the above formula, "issue price per share" is zero in the case of a stock split, bonus issue, or stock dividend, and in the case of issuing convertible bonds or bonds with warrants, is the conversion price or exercise price at the time of issuance of the relevant bonds; "market price" in the above formula means the reference share price or ex-rights price that serves as the basis for determining the issue price.

b. Where an adjustment to the conversion price is necessary due to a merger, capital reduction, stock split, or consolidation, etc., the conversion price will be adjusted to correspond to the value, based on the number of shares the convertible bondholder would have held if the bonds had been fully converted into shares immediately before the merger or capital reduction. Alternatively, in the case of a merger, capital reduction, stock split, or consolidation, etc., the conversion price will be adjusted considering the respective ratio. If the issuing company fails to take such measures and the convertible bondholder suffers damage as a result, the issuing company must compensate for that damage. In addition, the issuing company must not carry out a merger, division, or business transfer in a manner that adversely affects the rights of the convertible bondholder, and bears an obligation to maintain continued listing.

c. Where an event causing an increase in share value occurs, such as a capital reduction or stock consolidation, the conversion price will be adjusted upward by the adjustment ratio resulting from the capital reduction or stock consolidation, etc. However, if the price calculated (excluding item 3) pursuant to the main text of Article 5-22, Paragraph 1 of the "Regulation on Issuance, Public Disclosure, Etc. of Securities" as of the day immediately before the shareholders' meeting resolution date for the capital reduction or stock consolidation, etc. (the "calculated price"), is below par value, and the conversion price had already been adjusted to par value before that date (excluding cases where the conversion price may be adjusted below par value), the conversion price after adjustment will be adjusted to no less than the price obtained by adjusting the calculated price upward by the adjustment ratio resulting from the capital reduction or stock consolidation, etc.

d. The conversion price adjustment date is each date falling every 7 months after the issuance of these bonds, and, taking the day immediately before each conversion price adjustment date as the record date, if the higher of (i) the arithmetic average of the 1-month weighted average price, the 1-week weighted average price, and the record-date weighted average price retroactive from the record date, and (ii) the record-date weighted average price, is lower than the conversion price in effect immediately before the relevant adjustment date, that lower price becomes the new conversion price. However, the minimum adjustment limit for the conversion price is 70% of the initial conversion price (provided that if the conversion price has already been adjusted before the adjustment date due to a discounted issuance of new shares or a capital reduction, etc., this will be taken into account in the calculation).

e. Notwithstanding a downward adjustment of the convertible bond conversion price due to a market price decline under item d above, if an event causing an increase in share value occurs for other reasons, the conversion price adjustment date is each date falling every 7 months after the issue date of these bonds, and, taking the day immediately before each conversion price adjustment date as the record date, if the higher of (i) the arithmetic average of the 1-month weighted average price, the 1-week weighted average price, and the most recent weighted average price retroactive from the record date, and (ii) the most recent weighted average price, is higher than the immediately preceding conversion price, that higher price will be the new, upwardly adjusted conversion price. However, when adjusting the conversion price upward, the adjusted conversion price must not exceed the conversion price at the time of issuance (or, if the conversion price was already adjusted downward or upward before the adjustment date due to a discounted issuance of new shares or a capital reduction, etc., the price calculated taking that into account and reflecting the adjustments under items a through c above).

f. If the conversion price adjusted under items a through d above is at or below the par value of the shares, the par value will be the conversion price, and the total issue price of shares to be issued upon exercise of the conversion right attached to each convertible bond must not exceed the issue price of the relevant convertible bond.

g. Amounts of less than one won in the conversion price after adjustment under this item will be rounded up.

5) The early redemption request right (put option) on the convertible bonds is as follows. The bondholder of these bonds may request early redemption, before maturity, of all or part of the amount obtained by multiplying the electronically registered amount for which early redemption is requested by the early redemption rate, on the date one year after the bond issue date, February 27, 2025, and on each date three months thereafter. However, if the early redemption payment date is not a bank business day, redemption will be made on the next business day, and no interest will be calculated after the early redemption payment date.

a. Early redemption request period, early redemption date, and early redemption rate No. 1: Request period 2025-02-06 to 2025-02-20; Redemption date 2025-02-27; Rate 105.1520% No. 2: Request period 2025-05-02 to 2025-05-20; Redemption date 2025-05-27; Rate 106.5050% No. 3: Request period 2025-08-05 to 2025-08-20; Redemption date 2025-08-27; Rate 107.8851% No. 4: Request period 2025-11-06 to 2025-11-20; Redemption date 2025-11-27; Rate 109.2928% No. 5: Request period 2026-02-03 to 2026-02-20; Redemption date 2026-02-27; Rate 110.7287% No. 6: Request period 2026-05-04 to 2026-05-19; Redemption date 2026-05-27; Rate 112.1932% No. 7: Request period 2026-08-05 to 2026-08-20; Redemption date 2026-08-27; Rate 113.6871% No. 8: Request period 2026-11-06 to 2026-11-20; Redemption date 2026-11-27; Rate 115.2108%

b. Place for early redemption request: The "issuing company"'s head office c. Place for early redemption payment: NH NongHyup Bank Yongsan Finance Center d. Early redemption request period: The "bondholder" must make the early redemption request to the "issuing company" from 15 business days before to 5 business days before the early redemption payment date. However, if the last day of the early redemption request period is not a business day, it will extend to the next business day. e. Early redemption request procedure: If "these bonds" are electronically registered in a customer account, the "bondholder" requests early redemption to the Korea Securities Depository through the relevant account management institution; if electronically registered in the account management institution's own account, the bondholder requests early redemption to the Korea Securities Depository, and the Korea Securities Depository consolidates such requests and makes the early redemption request at the place for request. f. If the issuing company fails to pay the redemption amount on the early redemption payment date following exercise of this early redemption request right, the issuing company must pay default interest at an annual rate of 11% on the relevant principal and interest.

[Matters regarding the purchaser] Purchaser name: Nakamoto Investment Association; Relationship with the company or largest shareholder: -; Selection process: Selected considering the investor's intent, payment capacity, and timing, etc., to achieve the Company's management objectives and promptly raise necessary funds; Transactions within 6 months before/after the sale decision, and plans: -; Face value of bonds purchased (KRW): 2,000,000,000; Remarks: -

[If the purchaser includes a corporation or organization] (1) Basic information on the corporation or organization Name: Nakamoto Investment Association; Number of investors: 5; Representative Director (representative partner): Lee Hee-seup, 0.01%; Managing partner: Kim Byung-jin, 43.04%; Largest shareholder (largest investor): -

(2) Key financial information for the most recent fiscal year of the corporation or organization (Unit: KRW million) Fiscal year: 2024; Settlement month: December; Total assets: -; Revenue: -; Total liabilities: -; Net income (loss): -; Total equity: -; External auditor: -; Capital: -; Audit opinion: -

Filed2026-09-30, [Amended] Material event report (decision to sell own convertible bonds)
SourceDART rcept 20260930000748 → 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 2026-09-30 (KST). · Converted at 1 USD ≈ ₩1,325 (rate of 2026-10-21).