카카오 — [기재정정]기타경영사항(자율공시)  (20240704)
제출인: 카카오

카카오/기타 경영사항(자율공시)/(2024.07.04)기타 경영사항(자율공시)

정정신고(보고)

정정일자
2024-07-04

1. 정정관련 공시서류
Other Management Information(Voluntary Disclosure)

2. 정정관련 공시서류제출일
2024-05-07

3. 정정사유
Confirmation of the final acquisition price upon completion of the settlement procedure

4. 정정사항

정정항목
정정전
정정후

2. Details
5) Acquisition amount: KRW 3,240,388,738
5) Acquisition amount: KRW -877,739,277

8) Date of the decision on the change in Acquisition amount: June 28, 2024

4. Other references useful for making investment decisions
- The “5) Acquisition amount” above is the acquisition value evaluated by an external agency based on the financial statements as of March 31, 2024. The acquisition price will be adjusted to reflect changes in net assets resulting from the reevaluation of the business to be acquired on May 31, 2024, the acquisition basis date for this case.
- 'The "2. Details - 5) Acquisition amount" above reflects the change in the net assets of the acquired business as revalued on May 31, 2024. This amount has been finalized after review by the accounting firm. The parties have agreed to finalize the financial statement as of the acquisition date within four weeks from the closing date or as otherwise mutually agreed. They have also agreed to adjust the acquisition price if the net asset values on the valuation date (March 31, 2024) and the acquisition date (May 31, 2024) differ. Accordingly, the final acquisition price was confirmed under mutual agreement on June 28, 2024.

- The “2. Details - 8) Date of the decision on the change in Acquisition amount” above refers to the date of the board resolution of KAKAO BRAIN Corp.

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기타 경영사항(자율공시)

1. 제목
Business acquisition of Kakao Brain Corp.

2. 주요내용
1) Business to be acquired: Language model business division, Karlo business division, Talk channel business division, MM business division(including additional communication business related to each business)

2) Main contents of business acquisition: All operations including assets, liabilities, contracts, and personnel of the language model business division, Karlo business division, Talk channel business division, and MM business division(including additional communication business related to each business)

3) Counterparty: Kakao Brain Corp.

4) Purpose of the acquisition: To reorganize the structure of the group for rapid and efficient development and commercialization of AI model

5) Acquisition amount: KRW -877,739,277

6) Date of contract: May 2, 2024

7) Closing date: June 3, 2024

8) Date of the decision on the change in Acquisition amount: June 28, 2024

3. 결정(확인)일자
2024-05-02

4. 기타 투자판단과 관련한 중요사항

- This acquisition of business is below the threshold for submission of reports on material facts as stipulated in Article 171 of the Enforcement Decree of the Capital Markets Act, and does not constitute a critical business acquisition as defined in Article 374 of the Commercial Act; thus, approval at the general shareholders' meeting is not required and it is replaced by this "Other Management Information (Voluntary Disclosure)".

- 'The "2. Details - 5) Acquisition amount" above reflects the change in the net assets of the acquired business as revalued on May 31, 2024. This amount has been finalized after review by the accounting firm. The parties have agreed to finalize the financial statement as of the acquisition date within four weeks from the closing date or as otherwise mutually agreed. They have also agreed to adjust the acquisition price if the net asset values on the valuation date (March 31, 2024) and the acquisition date (May 31, 2024) differ. Accordingly, the final acquisition price was confirmed under mutual agreement on June 28, 2024.

- The "2. Details - 8) Date of the decision on the change in Acquisition amount" above refers to the date of the board resolution of KAKAO BRAIN Corp.

- The "3. Decision (Confirmation) Date" above refers to the date of the board resolution of the company.

- The information above may change based on procedures, related laws, agreements with counterparties, etc. The responsibility for concluding and modifying contracts related to this transaction, as well as executing it, is delegated to the CEO and an individual designated by him.

- This disclosure replaces the redisclosure of "Response to Rumors or Media Reports: Undetermined" which was disclosed on April 8, 2024, in response to the media report titled "Kakao focuses on AI business through the acquisition and merger of subsidiary Kakao Brain".

※ 관련공시
2024-04-08 풍문 또는 보도에 대한 해명(미확정)