Acquires KRW 17.3B Perpetual CB from Subsidiary Simmtech

Simmtech Holdings / Decision on Acquisition of Equity-Related Bonds / (2026.06.05) Decision on Acquisition of Equity-Related Bonds 1. Type of equity-related bonds: Convertible bonds - Series: 7 - Type: Bearer, coupon-bearing, unsecured, perpetual private-placement convertible bonds 2. Issuer of the bonds - Company (nationality): Simmtech Co., Ltd. - CEOs: Jeon Young-seon, Kim Young-gu - Paid-in capital (KRW): 19,823,255,000 - Relationship: Subsidiary - Total issued shares: 37,463,931 - Main business: Manufacturing of printed circuit boards for semiconductors - Acquisition of new shares via third-party allotment within the last 6 months: No 3. Acquisition details - Face value of bonds (electronically registered total) (KRW): 50,000,000,000 - Acquisition amount (KRW): 17,316,632,809 - Shareholders' equity (KRW): 26,413,877,000 - Ratio to shareholders' equity (%): 62.5 - Large-enterprise classification: Applicable 4. Acquisition method: Cash purchase 5. Purpose of acquisition: To enhance the management efficiency of the holding company through acquisition of bonds issued by a subsidiary. 6. Scheduled acquisition date: 2026-06-22 7. Board resolution date (decision date): 2026-06-05 - Outside directors present: 1, absent: 0 - Auditor (audit committee member who is not an outside director) attendance: Present 8. Subject to KFTC reporting: Not applicable 9. Conclusion of put-option or related contracts: No - Contract details: [Bondholders' early redemption right] - Bondholders may not, under any circumstances, demand early redemption of the bonds. [Issuer's early redemption right] - The issuer may, at its option, redeem all or part of the electronically registered amount on the date five years from the issuance date (June 20, 2030) and every three months thereafter. [Sale request right (call option)] - From June 20, 2026 (one year after issuance) to June 20, 2027 (two years after issuance), at three-month intervals, the issuer may request that the underwriter sell to Simmtech Holdings a portion of the bonds up to 33% of the electronically registered total held by the underwriter, on the terms and conditions stipulated. The underwriter must hold the bonds corresponding to the sale-request limit during the period in which this right is exercisable. 10. Other reference items for investment decisions: 1) The acquisition amount in item 3 reflects an annual compounded rate of 8.0% applied to the electronically registered amount (KRW 50,000,000,000) of the call-option-target bonds. 2) The shareholders' equity figure in item 3 is based on Simmtech Holdings' consolidated financial statements as of March 31, 2026. 3) The summary financial information of the issuer below is based on Simmtech Co., Ltd.'s consolidated financial statements for 2025 (current year), 2024 (prior year), and 2023 (year before prior). [Summary financial status of the issuer] (KRW million) - Current year: Total assets 1,620,330 / Total liabilities 1,043,964 / Total equity 576,366 / Capital stock 19,823 / Revenue 1,410,560 / Net income -164,580 / Auditor's opinion: Unqualified / Auditor: Shinhan Accounting Firm - Prior year: Total assets 1,443,279 / Total liabilities 994,804 / Total equity 448,475 / Capital stock 17,079 / Revenue 1,231,421 / Net income -31,045 / Unqualified / Samil PwC - Year before prior: Total assets 1,176,061 / Total liabilities 705,623 / Total equity 470,438 / Capital stock 17,079 / Revenue 1,041,896 / Net income -115,144 / Unqualified / Samil PwC [Counterparty information] 1. Identification - Name: KB Mezzanine Capital Fund No. 4 Private Equity Investment Limited Partnership - Nationality: Republic of Korea - Address: 10 Gukjegeumyung-ro, Yeongdeungpo-gu, Seoul - Business registration: 870-86-02599 - Business: Institutional-only private collective investment vehicle under the Financial Investment Services and Capital Markets Act - Largest shareholder: KB Asset Management Co., Ltd. (general partner) — 10,000,000,000 units, 2.56% - CEO: — - FY2025 (26th term): Total assets 279,335 / Capital stock 209,705 / Total liabilities 532 / Revenue 88,041 / Total equity 278,803 / Net profit/loss 84,935 (KRW million) - Auditor: Shinhan Accounting Firm / Opinion: Unqualified / Suspended: No / Closed: No 2. Relationship with counterparty - Relationship with the company: — - Relationship between largest shareholder/officers and counterparty: Largest shareholder Jeon Se-ho — none; CEO Park Kwang-jun — none. 3. Transactions in the past 3 years (excluding ordinary): None for current, prior, or year-before-prior years. [Convertible bond terms] - Coupon rate (surface): 4.0% - Yield to maturity: 4.0% annual compounded - Maturity date: 2055-06-20 - Conversion ratio: 100.00% - Conversion price (KRW/share): 21,556 - Method of determining conversion price: The base price is the higher of (i) the arithmetic average of the 1-month, 1-week, and most-recent-day volume-weighted average prices preceding the day before the board resolution and (ii) the most-recent-day VWAP. The initial conversion price is set at 100% of the base price, rounded up to the nearest KRW. - Type of shares issuable upon conversion: Registered common shares of the issuer - Conversion request period: 2026-06-20 to 2055-05-20 - Conversion price adjustment terms: a. If, from the day after issuance until conversion is requested, the issuer issues new shares below market price via rights offering, stock dividend, or capitalization of reserves, or issues equity-linked securities (CBs, BWs, etc.) with an initial conversion/exercise price below market, the conversion price will be adjusted by the standard refixing formula. In a combined paid-in/bonus issue, if the paid-in issue price exceeds market, no adjustment is applied to the paid-in portion. Adjusted price = Existing price × [{shares outstanding + (new shares × issue price / market)} / (shares outstanding + new shares)] b. Definitions follow standard refixing conventions: shares outstanding measured the day before the trigger; new shares calculated assuming full conversion/exercise at the relevant price; bonus/dividend issue price treated as zero; "market price" is the base price or theoretical ex-rights price; fractions below KRW 1 are rounded up. c. Adjustments due to merger, capital reduction, stock split/consolidation, or change in par value will be made such that the bondholder retains the share count it would have held if it had converted immediately prior. The adjustment date is the effective date of such corporate action. d. Fractions below KRW 1 are rounded up; if the adjusted price falls below par, par becomes the conversion price. e. [Translation truncated]