GNCO Co., Ltd. (KOSE:A065060) signed a memorandum of understanding to acquire 37.58% stake in Q Capital Partners Co., Ltd. (KOSE:A016600) from Q Capital Holdings Co., Ltd. for KRW 30 billion on December 20, 2012. GNCO Co., Ltd. is acquiring 30 million shares of Q Capital Partners Co., Ltd. at KRW 1000 per share. Immediately after the memorandum of understanding signing, GNCO Co., Ltd. will pay KRW 6 billion, which is 20% of acquisition amount as guarantee deposit. Upon signing of the stock and the management rights acquisition contract, the guarantee deposit of KRW 6 billion will be changed as the deposit payment, an amount 0f KRW 4 billion will be paid in check book or by depositing the amount into the account designated by Q Capital Holdings on February 25, 2013 and the remaining balance of KRW 18 billion will be paid by depositing the amount into the account designated by Q Capital Holdings after the general stockholders' meeting at which GNCO appoints the company's chief executive officer and auditor after the contract signing date. The stock and the management rights acquisition/sales contract were signed on February 25, 2013. Q Capital Holdings will reduce its holding to 9.85 million shares in Q Capital Partners Co., Ltd. GNCO Co., Ltd. will pay the balance KRW 24 billion after the appointment of Director and Auditor which GNCO Co., Ltd. nominates until the day after the general meeting of stockholders date and get the shares in return.

If there is a reason attributable to Q Capital Holdings Co., Ltd. then it will return the guarantee deposit of KRW 6 billion to GNCO Co., Ltd. as the agreement loss compensation. If there is reasons attributable to GNCO Co., Ltd., guarantee deposit will be reverted to Q Capital Holdings Co., Ltd. as agreement compensation for damage. As of February 25, 2013, GNCO Co., Ltd. will acquire 37.58% stake in Q Capital Partners Co., Ltd. for KRW 28.5 billion. GNCO Co., Ltd will acquire 30 million shares of Q Capital for KRW 950 each. The transaction is expected to complete by March 25, 2013. The Board of Directors resolved the transaction on February 25, 2013.

GNCO Co., Ltd. (KOSE:A065060) completed the acquisition of 37.58% stake in Q Capital Partners Co., Ltd. (KOSE:A016600) from Q Capital Holdings Co., Ltd. on March 25, 2013.