K Wave Media Ltd. Announces Pricing of $1.0 Million Registered Direct Offering

K Wave Media (Nasdaq: KWM) priced a registered direct offering of 526,314 ordinary shares at $1.90 per share, for expected gross proceeds of approximately $1,000,000 before commissions and expenses.

Rhea-AI Summary

K Wave Media (Nasdaq: KWM) priced a registered direct offering of 526,314 ordinary shares at $1.90 per share, for expected gross proceeds of approximately $1,000,000 before commissions and expenses. Closing is expected on or about August 20, 2026, subject to customary conditions.

The shares are being issued under an effective Form F-3 “shelf” registration statement (File No. 333-297167), declared effective by the SEC on July 9, 2026. D. Boral Capital LLC is acting as the exclusive placement agent. The offering will be made only via a prospectus and prospectus supplement filed with the SEC.

Positive

• Capital raise of approximately $1.0 million in gross proceeds from the offering
• Defined pricing at $1.90 per share for 526,314 ordinary shares
• Effective Form F-3 shelf registration already in place as of July 9, 2026

Negative

• Issuance of 526,314 ordinary shares may dilute existing shareholders’ ownership percentages
• Net proceeds will be lower than $1.0 million after commissions and offering expenses

News Explained

K Wave Media has priced a registered direct offering under definitive agreements, but closing is still expected on or about August 20, 2026; if completed, issuing 526,314 ordinary shares would increase the share count and reduce existing holders’ percentage ownership.

Argus Aug 19 session 27 alerts

-37.88% close to close 26.7x rel. volume Open Argus

Details

News Market Reaction – KWM

+21.0% Peak Tracked

-45.5% Trough Tracked

$8.71M Market Cap

On Aug 19, the day this news came out, KWM closed 37.88% below the previous close. Argus tracked a peak move of +21.0% during that session. Argus tracked a trough of -45.5% from its starting point during tracking. Our momentum scanner recorded 27 alerts for this stock that day. Relative volume reached 26.7x the daily average during tracking.

Data tracked by StockTitan Argus for the Aug 19 session.

Key Figures

Ordinary shares offered: 526,314 shares Purchase price: $1.90 per share Gross proceeds: $1,000,000 +2 more

Ordinary shares offered

526,314 shares

Registered direct offering

Purchase price

$1.90 per share

Registered direct offering

Gross proceeds

$1,000,000

Before commissions and offering expenses

Expected closing

August 20, 2026

Subject to customary closing conditions

Registration effective date

July 9, 2026

Form F-3 shelf registration statement

Historical Context

5 past events · Latest: Aug 10

5 events

1. Aug 10

   Leadership change

   24h Move

   -9.4%

   New chairman and co-CEO appointed to support AI and semiconductor acquisition strategy

2. Aug 04

   Acquisition agreement

   24h Move

   -26.5%

   Exclusive LOI announced for controlling stake in South Korean semiconductor-materials company

3. Jul 30

   Reverse stock split

   24h Move

   -27.5%

   Company announced a 1-for-30 reverse stock split effective August 3

4. Jul 20

   Nasdaq compliance update

   24h Move

   -16.1%

   Nasdaq transfer and additional compliance period accompanied strategic AI initiative

5. Jun 18

   Regulatory deficiency

   24h Move

   -11.5%

   Nasdaq issued minimum Market Value of Publicly Held Shares deficiency notice

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

registered direct offering, shelf registration statement, form f-3, prospectus supplement

4 terms

registered direct offering financial

"purchase and sale of 526,314 ordinary shares at a purchase price"

A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.

shelf registration statement regulatory

"offered by the Company pursuant to a “shelf” registration statement"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

form f-3 regulatory

"registration statement on Form F-3 (File No. 333-297167)"

Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.

prospectus supplement regulatory

"A prospectus supplement describing the terms of the proposed"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NEW YORK, Aug. 19, 2026 (GLOBE NEWSWIRE) -- K Wave Media Ltd. (Nasdaq: KWM) (“K Wave Media” or the "Company"), a Nasdaq-listed company focused on AI infrastructure and related technologies, today announced that it has entered into definitive agreements for the purchase and sale of 526,314 ordinary shares at a purchase price of $1.90 per share in a registered direct offering, for gross proceeds of approximately $1,000,000, before deducting commissions and offering expenses. The closing of the offering is expected to occur on or about August 20, 2026, subject to the satisfaction of customary closing conditions.

D. Boral Capital LLC is acting as the exclusive placement agent for the offering.

The securities described above are being offered by the Company pursuant to a “shelf” registration statement on Form F-3 (File No. 333-297167) previously filed with the U.S. Securities and Exchange Commission (“SEC”), under the Securities Act of 1933, as amended (the “Securities Act”), and declared effective by the SEC on July 9, 2026. The offering of the ordinary shares are being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement describing the terms of the proposed registered direct offering and accompanying prospectus will be filed with the SEC. Electronic copies of the prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at https://www.sec.gov or by contacting D. Boral Capital, LLC, via email at dbccapitalmarkets@dboralcapital.com, by calling +1 (212) 970-5150, or by standard mail at D. Boral Capital LLC, 590 Madison Ave 39th floor, New York, NY 10022

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

About K Wave Media

K Wave Media Ltd. (Nasdaq: KWM) is focused on identifying and pursuing strategic opportunities in high-growth industries, including AI-related companies, while continuing to evaluate initiatives to enhance long-term shareholder value.

Forward-Looking Statements and Safe Harbor Notice:

This press release contains statements that constitute "forward-looking statements," including with respect to the anticipated use of the net proceeds. No assurance can be given that the net proceeds of the offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Registration Statement and related prospectus filed in connection with the initial public offering with the SEC. Copies are available on the SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Investors Contact:

Investor Relations: info@kwavemedia.com
Public Relations: info@redroosterpr.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did K Wave Media (Nasdaq: KWM) announce on August 19, 2026 about its stock offering?

K Wave Media announced a registered direct offering of 526,314 ordinary shares at $1.90 per share, raising about $1,000,000 in gross proceeds. According to K Wave Media, closing is expected around August 20, 2026, subject to customary closing conditions and documentation.

What is the price and size of K Wave Media’s (KWM) August 2026 registered direct offering?

The offering is priced at $1.90 per ordinary share for 526,314 shares, totaling approximately $1,000,000 in gross proceeds. According to K Wave Media, these amounts are before deducting placement agent commissions and other offering-related expenses incurred to complete the transaction.

When is the closing date for K Wave Media’s $1.0 million registered direct offering (KWM)?

The closing of the offering is expected on or about August 20, 2026, subject to customary conditions. According to K Wave Media, completion depends on satisfaction of standard closing requirements typically associated with SEC-registered direct equity offerings in U.S. capital markets.

Under which SEC registration is K Wave Media’s August 2026 offering (KWM) being conducted?

The offering is being conducted under a Form F-3 “shelf” registration statement, File No. 333-297167, declared effective July 9, 2026. According to K Wave Media, the ordinary shares are offered only via a prospectus and prospectus supplement forming part of this effective registration.

Who is the placement agent for K Wave Media’s registered direct offering and what is its role?

D. Boral Capital LLC is acting as the exclusive placement agent for the offering. According to K Wave Media, investors can request the prospectus supplement from D. Boral Capital via email, telephone, or mail using the contact details provided for this transaction.

How can investors access the prospectus for K Wave Media’s August 2026 offering (KWM)?

Investors can obtain electronic copies from the SEC’s website at www.sec.gov once available. According to K Wave Media, the prospectus supplement and accompanying prospectus may also be requested directly from D. Boral Capital LLC by email, phone, or standard mail.