Xplus

373200 · KOSDAQ · Consumer Discretionary · SMALL CAP

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

Xplus amended a June 28, 2024 disclosure to push back the sale-proceeds receipt date to October 29, 2026 and update its total share count after a 2026 share consolidation, rights offering, and conversion exercises, regarding its resale of US$2.06M face value of 2nd-series convertible bonds it had acquired before maturity.

Capital raise([Amended] Material event report (decision to sell own convertible bonds))· FILED 2026-09-30· RCEPT 20260930000781

What happened

Xplus / 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: June 28, 2024

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

9. (Expected) receipt date of the sale proceeds: Change of payment schedule: September 30, 2026 -> October 29, 2026

13. Other matters for investment reference: b. Added wording: Before amendment: "Following the share consolidation and rights offering in April 2026, the previous total issued shares changed. Before change: 112,480,583 shares. After share consolidation: 22,496,116 shares. After rights offering: 24,046,891 shares." After amendment: "Following the share consolidation and rights offering in April 2026 and the exercise of conversion rights on convertible bonds in May 2026, the previous total issued shares changed. After share consolidation: 22,496,116 shares. After rights offering: 24,046,891 shares. After conversion exercise: 25,043,237 shares."

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Material Event Report / Matter Subject to KRX Reporting Obligation To: Financial Services Commission / Korea Exchange June 28, 2024 Company name: Xplus Inc. Representative Director: Yoon Sang-cheol Head office address: 13F Building A, 201 Songpa-daero, Songpa-gu, Seoul (Phone) 02-3446-7421 (Website) http://xplusinc.com Person responsible for preparation: (Title) Executive Director (Name) Kim Nam-gyun (Phone) 02-3446-7421

Decision to Sell Own Convertible Bonds

1. Type of bonds: Series 2; Type: Bearer-form, unsecured, privately placed convertible bonds 2. Bond issue date: July 26, 2023 3. Bond issue method: Private placement 4. Bond maturity date: July 26, 2028 5. Total face value (electronically registered) of the bonds (KRW): 3,000,000,000

6. Details of the acquisition before maturity of the bonds to be sold: Face value (electronically registered) of the bonds to be sold (KRW): 2,800,000,000 Acquisition amount (KRW): 2,821,284,677 Circumstances of acquisition: Loss of benefit of time (acceleration)

7. Sale decision date: May 17, 2024

8. Sale amount: Amount (KRW): 2,800,000,000; Basis of calculation: Determined through consultation with the purchaser

9. (Expected) receipt date of the sale proceeds: October 29, 2026

10. Purpose of sale: Securing working capital

11. Matters regarding conversion: Conversion ratio (%): 100; Conversion price as of the reporting date (KRW/share): 4,646; Type of shares to be issued upon conversion: Common shares; Number of shares: 602,668; Ratio to total shares (%): 2.51; Conversion request period: Start date July 26, 2024; End date June 26, 2028

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

13. Other matters for investment reference: - This disclosure concerns the resale of the Series 2 bearer-form, interest-bearing, unsecured, privately placed convertible bonds that the Company acquired before maturity, and is filed in accordance with a Fair Trade Commission recommendation; please refer to the other material management matter (voluntary disclosure) filed on May 17, 2024. a. The decision to resell the above convertible bonds concerns the resale of KRW 2.8 billion out of the KRW 3.0 billion of "Series 2 bearer-form, interest-bearing, unsecured, privately placed convertible bonds" that the Company acquired before maturity. The above "6. Acquisition amount" includes principal and interest. b. In "11. Matters regarding conversion" above, the "ratio to total shares (%)" was calculated by including the shares to be issued upon conversion under item 11 above, based on the total issued shares with voting rights as of the sale decision date. Following the share consolidation and rights offering in April 2026 and the exercise of conversion rights on convertible bonds in May 2026, the previous total issued shares changed. After share consolidation: 22,496,116 shares. After rights offering: 24,046,891 shares. After conversion exercise: 25,043,237 shares.

c. Matters regarding the early redemption request right (put option): - The bondholder of these bonds may request early redemption, before maturity, of the full amount obtained by multiplying the electronically registered amount by the early redemption rate, on the date two years after the bond issue date, July 26, 2025 (the "early redemption payment date"), and on each date three months thereafter. However, if the early redemption payment date is not a business day, redemption will be made on the next business day, and no interest will be calculated after the early redemption payment date.

[Early redemption request period (early redemption date) and early redemption rate] No. 1: Request period 2025-06-26 to 2025-07-11; Redemption date 2025-07-26; Rate 102.0175% No. 2: Request period 2025-09-26 to 2025-10-13; Redemption date 2025-10-26; Rate 102.2726% No. 3: Request period 2025-12-27 to 2026-01-12; Redemption date 2026-01-26; Rate 102.5283% No. 4: Request period 2026-03-27 to 2026-04-13; Redemption date 2026-04-26; Rate 102.7846% No. 5: Request period 2026-06-26 to 2026-07-13; Redemption date 2026-07-26; Rate 103.0415% No. 6: Request period 2026-09-26 to 2026-10-12; Redemption date 2026-10-26; Rate 103.2991% No. 7: Request period 2026-12-27 to 2027-01-11; Redemption date 2027-01-26; Rate 103.5574% No. 8: Request period 2027-03-27 to 2027-04-12; Redemption date 2027-04-26; Rate 103.8163% No. 9: Request period 2027-06-26 to 2027-07-12; Redemption date 2027-07-26; Rate 104.0758% No. 10: Request period 2027-09-26 to 2027-10-12; Redemption date 2027-10-26; Rate 104.3360% No. 11: Request period 2027-12-27 to 2028-01-11; Redemption date 2028-01-26; Rate 104.5969% No. 12: Request period 2028-03-27 to 2028-04-11; Redemption date 2028-04-26; Rate 104.8584%

d. History of conversion price adjustments: 1) Adjustment due to market price decline (adjustment date: September 26, 2024) - Before: KRW 1,381; After: KRW 967 2) Adjustment due to rights offering (adjustment date: December 27, 2024) - Before: KRW 967; After: KRW 953 3) Adjustment due to rights offering (adjustment date: March 29, 2025) - Before: KRW 953; After: KRW 945 4) Adjustment due to market price decline (adjustment date: April 26, 2025) - Before: KRW 945; After: KRW 944 5) Adjustment due to rights offering (adjustment date: May 10, 2025) - Before: KRW 944; After: KRW 943 6) Adjustment due to rights offering (adjustment date: July 11, 2025) - Before: KRW 943; After: KRW 936 7) Adjustment due to market price decline (adjustment date: November 26, 2025) - Before: KRW 936; After: KRW 935 8) Adjustment due to share consolidation (adjustment date: April 29, 2026) - Before: KRW 935; After: KRW 4,675 9) Adjustment due to rights offering (adjustment date: April 30, 2026) - Before: KRW 4,675; After: KRW 4,646

[Matters regarding the purchasers] Purchaser name: KSP Union; 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): 400,000,000; Remarks: -

Purchaser name: Bolero No. 2 Investment Union; 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): 400,000,000; Remarks: -

Purchaser name: X-Flex Co., Ltd.; Relationship with the company or largest shareholder: Affiliate; 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 a purchaser includes a corporation or organization] (1) Basic information on the corporation or organization Name: KSP Union; Number of investors: 3; Representative Director (representative partner): Jung Hyun-sook, 86%; Managing partner: Jung Hyun-sook, 86%; Largest shareholder (largest investor): -

(2) Key financial information for the most recent fiscal year of the corporation or organization (Unit: KRW million) Fiscal year: 2023; Settlement month: December; Total assets: 6,500; Revenue: -; Total liabilities: -; Net income (loss): -; Total equity: 6,500; External auditor: -; Capital: 6,500; Audit opinion: -

[If a purchaser includes a corporation or organization] (1) Basic information on the corporation or organization Name: Bolero No. 2 Investment Union; Number of investors: 4; Representative Director (representative partner): Ko Hyun-gil, 50%; Managing partner: Ko Hyun-gil, 50%; Largest shareholder (largest investor): -

(2) Key financial information for the most recent fiscal year of the corporation or organization (Unit: KRW million) Fiscal year: 2023; Settlement month: December; Total assets: 1,300; Revenue: -; Total liabilities: -; Net income (loss): -; Total equity: 1,300; External auditor: -; Capital: 1,300; Audit opinion: -

[If a purchaser includes a corporation or organization] (1) Basic information on the corporation or organization Name: X-Flex Co., Ltd.; Number of investors: 3; Representative Director (representative partner): Yoon Sang-cheol; Largest shareholder (largest investor): X-Pherix Co., Ltd., 62.9%

(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: 4,050; Revenue: 322; Total liabilities: 70; Net income (loss): -8; Total equity: 3,980; External auditor: -; Capital: 914; Audit opinion: -

Filed2026-09-30, [Amended] Material event report (decision to sell own convertible bonds)
SourceDART rcept 20260930000781 → 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).