Report of Disclosure Revision
Revision Date 2022-06-30
1. Disclosure Documents in relation with Revision Decision on Acquisition of Shares or Investment Certificates of Other Corporation (Material Management Matters of Subsidiary Company)
2. Submission date of documents 2021-11-01
3. Reason for Revision Confirmation of the total amount of acquisition according to the terms and conditions of the stock purchase and sales agreement
4. Revised Information
information before revision after revision
2. Details of acquisition- Acquisition cost (KRW) 450,000,000,000 1,204,073,042,340
Details of acquisition : Ratio to total asset value of the parent Company 3.76 10.07
6. Scheduled acquisition date - 2022-06-30
10. Other matters to consider for investment determinations A. This stock purchase and sales agreement is a matter which concerns the acquisition of 225,260 shares (30.37%) of Lion Heart Studio Co., Ltd., and the total amount of acquisition will be confirmed under the terms and conditions the companies agree upon based on the performance of a total of 12 months from July 1, 2021 to June 30, 2022. Hence, it has been decided that an advance payment of KRW 450 billion will be paid in accordance with this stock purchase and sales agreement, and the total amount of acquisition will be disclosed upon the confirmation. A. This stock purchase and sales agreement a matter which concerns the acquisition of 225,260 shares (30.37%) of Lion Heart Studio Co., Ltd., and the total amount of acquisition is KRW 1204.1 billion. Of which, the balance of KRW 754.1 billion, excluding KRW 450 billion of advance payment, will be additionally paid on the date of acquisition.

The "Ratio to total asset values (%)" of the total amount of acquisition was prepared as of the end of 2020, and is 5.29% as of the end of 2021.
10. Other matters to consider for investment determinations B. Upon the closing of this transaction, Kakao Games Europe B.V. will own a 30.37% equity interest in Lion Heart Studio Co., Ltd., and a total of 51.95% will be achieved in combination with a 21.58% equity interest owned by the affiliate of Kakao Games Co., Ltd. Kakao Games Co., Ltd. currently owns 100% of Kakao Games Europe B.V. B. Upon the closing of this transaction, Kakao Games Europe B.V. will own a 30.37% equity interest in Lion Heart Studio Co., Ltd., and a total of 54.95% will be achieved in combination with a 24.57% equity interest owned by the affiliate of Kakao Games Co., Ltd. Kakao Games Co., Ltd. currently owns 100% of Kakao Games Europe B.V.
10. Other matters to consider for investment determinations E. The "6. Scheduled acquisition date" is the date on which the total amount of acquisition for 225,260 shares (30.37%) of Lion Heart Studio Co., Ltd. will be paid in full, which cannot be confirmed currently, and hence, has not been provided. The advance payment of KRW 450 billion this time is scheduled to be paid on November 23, 2021.

F. The details such as the schedule related to this acquisition are delegated to the CEO, and in the event of a change, it will be redisclosed.		 (Deleted)
10. Other matters to consider for investment determinations - E. Excluding the corrections of this disclosure, the matters concerning the issuing company and subsidiaries were prepared based on the initial disclosure standards, and hence, vary from the current status as of the date of disclosure.
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Decision on Acquisition of Shares or Investment Certificates of Other Corporations (Material Business Matters of Subsidiary Company)
Subsidiary company Kakao Games Europe B.V. 's material business matters to report
1. Details of issuing company Name of company Lion Heart Studio Co., Ltd.
Nationality Republic of Korea Representative Kim Jae-Young
Capital stock (KRW) 370,800,000 Relationship to company -
Total number of shares issued 741,600 Main business Game software development
2. Details of acquisition Number of shares to be acquired 225,260
Acquisition cost (KRW) 450,000,000,000
Equity capital (KRW) 11,953,970,238,956
Ratio to equity capital (%) 3.76
3. Number and ratio of shares held after acquisition Number of shares held 225,260
Shareholding ratio (%) 30.37
4. Acquisition method Acquisition in cash
5. Purpose of acquisition Strengthening of global business competitiveness
6. Scheduled acquisition date -
7. Date of board resolution (decision date) 2021-10-29
- Attendance of outside directors Present (No.) -
Absent (No.) -
- Attendance of auditors (members of Audit Committee who are not outside directors) -
8. Subject to reporting to the Fair Trade Commission? No
9. Signed a put option contract, etc.? No
- Details of agreements -
10. Other matters to be factored into investment decisions A. This stock purchase and sales contract is a matter concerning the acquisition of 225,260 shares (30.37%) of Lion Heart Studios Co., Ltd., and the total acquisition value will be confirmed under the condition of reaching an agreement by both parties based on the performance results of a total of 12 months from July 1, 2021 until June 30, 2022. Therefore, it has been decided that an advance payment of KRW 450 billion will be made in accordance with this stock purchase and sales contract, and the total acquisition value will be disclosed upon confirmation.

B. Upon the closing of this transaction, Kakao Games Europe B.V. will own 30.37% of the shares of Lion Heart Studio Co., Ltd., and it will be a total of 51.95% combined with 21.58% of the share owned by Kakao Games Co., Ltd., an affiliated company. Kakao Games Co., Ltd. currently owns 100% of Kakao Games Europe B.V.

C. 'Capital (KRW)' of '1. Issuer' was prepared based on the year end 2020 financial statements of Lion Heart Studio Co., Ltd.

D. The details related to the acquisition of share of '2. Details of acquisition' are as follows, and as for the matters concerning the counterparty, 1 person having the largest number of shares was entered as the representative.

1) Counterparty to transaction: Acquisition of old stocks from Kim Jae-Young and 16 others

2) Number of stocks traded: total 225,260 shares'
'Total consolidated asset value of the parent company (KRW)' was prepared based on Kakao Corp.'s consolidated financial statements as of the end of 2020.

E. '6. Expected date of acquisition' is the date on which the total acquisition amount for 225,260 shares (30.37%) of Lion Heart Studio Co., Ltd. is paid in full, and no entry was made because it cannot be confirmed at this time. This advance payment of 450 billion won is planned to be paid on November 23, 2021.

F. The details such as schedules related to this acquisition are entrusted to the CEO, and if there is a change, it will be re-disclosed.
※ Related disclosure -
[Condensed Financial Statements of Issuing Company](in KRW mn)
Category Total assets Total liabilities Total shareholders' equity Capital stock Sales Net income
Current fiscal year 6,164 92 6,072 371 3,065 -2,834
Previous fiscal year 5,967 61 5,906 360 - -3,270
Two fiscal years prior 9,216 40 9,176 360 - -1,122
[Details of Subsidiary Company]
Name of subsidiary company Kakao Games Europe B.V. Name in English Kakao Games Europe B.V.
- Representative Nam Goong-Hoon, Kim Min-Seong
- Main business Game software development and supply business
- Major subsidiary company? No
Total assets of subsidiary company (KRW) 68,596,339,693
Consolidated total assets of parent company (KRW) 11,953,970,238,956
Ratio to consolidated total assets of parent company (%) 0.57

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Kakao Corp. published this content on 04 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 July 2022 08:32:11 UTC.