E MART : Decision on Paid-in Capital Increase (Material Business Matters of Subsidiary Company)

Decision on Paid-In Capital Increase (Material Business Matters of Subsidiary Company)

Subsidiary company

SSG.com Corp.

's material business matters to report

1. Class and number of new shares	Common stock (shrs.)	394,948
Different classes of stocks (shrs.)	-
2. Par value per share (KRW)	5,000
3. Total number of shares issued before increase of capital stock	Common stock (shrs.)	3,993,356
Different classes of stocks (shrs.)	-
4. Purpose of financing	Facility investment (KRW)	-
Business acquisition (KRW)	-
Operating capital (KRW)	300,000,434,056
Debt repayment (KRW)	-
Acquisition of securities issued by other corporations (KRW)	-
Other purposes (KRW)	-
5. Method of capital increase	Third-party allotment

[Third-party Allotment]

6. Issuing price of new shares	Common stock (KRW)	300,000,434,056
Different classes of stocks (KRW)	-
7. Discount or premium ratio to the standard price of share (%)	15,091.9
8. Basis for articles of association	Article 10 Paragraphs 2 and 3 of the Articles of Incorporation (Acquisition of New Shares)
9. Date for payment of subscription money	2022-02-28
10. Record date of dividend payout	2022-01-01
11. Scheduled delivery date of new share certificates	2022-03-01
12. Concerning investment in kind
- Invested in kind?	Not applicable
- Unlisted shares among investment in kind?	Not applicable
- Price of shares scheduled to be contributed in kind	Investment in kind amount (KRW)	-
Ratio to total assets of the latest fiscal year (%)	-
- Number of shares scheduled to be contributed	-
13. Date of board resolution (decision date)	2022-02-10
- Attendance of outside directors	Present (No.)	-
Absent (No.)	-
- Attendance of auditors (members of Audit Committee who are not outside directors)	-
14. Subject to filing of securities registration statement?	No
15. Reasons for exemption from filing securities registration statement, if exempted	As SSG.com Corp. is an unlisted company, it is not required to file the statement
16. Subject to reporting to the Fair Trade Commission?	No
17. Other matters to be factored into investment decisions	○ This paid-in capital increase with consideration is made in accordance with the exercise of the right to make additional investment under the inter-shareholder agreement dated March 27, 2019 of SSG.com Corp. (including the amended contract thereto; hereinafter, "Inter-Shareholder Agreement of This Case"). ○ 「6. Issuing price of new share」 is the total issuing price (total amount of acquisition price). ○ Schedules such as 「9. Date of payment of subscription money」 and 「11. Scheduled delivery date of new share certificates」 may change in the course of consultation by and between the related institutions and parties. ○ The decision for the paid-in capital increase with consideration was made at the general meeting of shareholders according to the provisions of the Articles of Incorporation, and 「13. Date of board resolution (decision date)」 is the date of resolution of the general meeting of shareholders of SSG.com Corp. ○ The [Details of Subsidiary Company] below are based on the end of year 2020.
※ Related disclosure	-

[Basis in Articles of Association, Purpose, etc]

Basis

Purpose

Article 10 (Preemptive Right) ② Notwithstanding the provisions of Paragraph 1, where applicable under any of the following cases, the new stocks may be allocated to any person other than the shareholders by determining the type, number, and issuing price, etc., of the stocks to be issued by a resolution of the general meeting of shareholders. 1. Where new stocks are issued for domestic and foreign financial institutions and other entities, etc. for management needs such as the introduction of new technologies or improvement of financial structure 2. Where new stocks are issued for foreign investment in accordance with the Foreign Investment Promotion Act ③ Where new shares are allocated for any person other than the shareholders pursuant to Paragraph 2, the matters specified under Article 416 Subparagraphs 1, 2, 2-2, 3 and 4 of the Commercial Act shall be notified or publicly announced to the shareholders by 2 weeks prior to the date of payment due. However, in the case of unanimous shareholder consent, the relevant period may be reduced, or the notification or announcement may be omitted.

To improve the working capital and the financial structure

[Details of Third-party Allotment]

Name of the third party	Relationship to company or the largest shareholder	Reason for selection	Details of trading & planning within six months before and after decision on capital increase	Number of shares allotted (shrs.)	Remarks
Commercial TradeGroup L.P.	Others	Selected following the exercise of right for additional investment according to the Inter-Shareholder Agreement.	None	197,474	-
BRAXA Asia Fund I, L.P.	Others	Selected following the exercise of right for additional investment according to the Inter-Shareholder Agreement.	None	157,979	-
BRAXA Asia II, Ltd.	Others	Selected following the exercise of right for additional investment according to the Inter-Shareholder Agreement.	None	39,495	-

[Details of Subsidiary Company]

Name of subsidiary company	SSG.COM Corp.	Name in English	SSG.COM Corp.
- Representative	Kang Heui seok
- Main business	Retail sale not in stores
- Major subsidiary company?	No
Total assets of subsidiary company (KRW)	1,985,167,011,649
Consolidated total assets of parent company (KRW)	22,340,423,719,351
Ratio to consolidated total assets of parent company (%)	8.89