Welcome to our dedicated page for K Wave Media Ltd. SEC filings (Ticker: KWM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
K Wave Media Ltd. filings document foreign private issuer disclosures for a Nasdaq-listed K-content, AI technology, entertainment, and Bitcoin treasury company. The company's Form 6-K reports cover material events, interim financial results, Nasdaq listing compliance matters, shareholder voting topics, governance updates, and capital-structure disclosures involving its ordinary shares.
The filing record also documents acquisition agreements and subsidiary transactions, including the purchase of interests in Hansol Inticube through Playverse and ordinary-share purchases involving key shareholders and company treasury arrangements. These disclosures describe transaction agreements, ownership interests, purchase terms, risk language, exhibit materials, and related public-company reporting obligations.
Anson Funds Management LP, together with related entities and individuals, reports its beneficial ownership of ordinary shares of K Wave Media Ltd. on an amended Schedule 13G. The group is deemed to beneficially own 805,795 ordinary shares of the issuer.
These holdings represent 1.3% of K Wave Media’s outstanding ordinary shares, based on 64,221,193 shares issued and outstanding as reported in the issuer’s Form 20-F filed with the SEC on May 15, 2026. Voting and dispositive power over all 805,795 shares is shared among the Anson entities and their principals; none reports sole voting or dispositive power.
The amendment confirms that the group now owns 5% or less of this class of securities and identifies Anson Advisors Inc. as a Canadian Investment Advisor subject to a foreign regulatory scheme that it certifies as substantially comparable to U.S. regulation.
K Wave Media Ltd. reports that a previously filed prospectus supplement describing an at-the-market offering of up to $5,058,329 of its ordinary shares was filed in error. No Equity Distribution Agreement has been executed with D. Boral Capital LLC.
The at-the-market offering described in that prospectus supplement is not proceeding, and no sales of ordinary shares have been or will be made under it. The company plans to file an additional supplement to formally terminate the offering and states that the prospectus supplement should be disregarded and not relied upon.
K Wave Media Ltd. has established an at-the-market equity program under an Equity Distribution Agreement with D. Boral Capital LLC to sell Ordinary Shares having a maximum aggregate offering price of $5,058,329. Sales may be made from time to time on Nasdaq as “at the market offerings” under Rule 415(a)(4).
The company’s public float held by non‑affiliates is $15,174,989 based on 62,966,759 shares and a price of $0.241 per share, so sales are limited by the Form F‑3 baby shelf rule to no more than one‑third of public float in any 12‑month period. There were 78,514,509 Ordinary Shares outstanding as of July 30, 2026; assuming sales at $0.0750 per share, up to 67,444,386 new shares could be issued, bringing total shares outstanding to 145,958,909 and representing significant potential dilution.
D. Boral will act as sales agent on a reasonable best efforts basis and receive a 7.0% commission plus 1.0% non‑accountable expense fee on gross proceeds, with additional expense reimbursement up to $75,000. Net proceeds are intended for general corporate purposes, including working capital, potential acquisitions, capital expenditures, strategic transactions, and general and administrative expenses.
K Wave Media Ltd. held its 2026 annual general meeting on July 10, 2026, where shareholders approved all seven proposals. A total of 78,514,510 ordinary shares were entitled to vote, and 39,990,675 shares were present in person or by proxy, representing approximately 50.93% of voting power and constituting a quorum.
Shareholders appointed Yang Kan Chong, Jaekeun (Jason) Kim and Ted Kim as Class I directors for terms expiring at the third succeeding annual general meeting. They also approved a Share Consolidation and related changes to authorized shares and fractional share treatment, an Authorized Share Capital Increase, a company name change, and a Second Amended and Restated Memorandum and Articles of Association. In addition, shareholders approved rescission and termination of a March 31, 2023 Share Purchase Agreement and related authority to implement that termination, as well as an adjournment proposal, although the meeting was ultimately not adjourned.
K Wave Media Ltd. filed a Form F-3 shelf prospectus to offer up to $250,000,000 of ordinary shares, preferred shares, debt securities, warrants, rights and units, to be sold from time to time.
The prospectus discloses recent financing arrangements including a $500 million standby equity purchase agreement (SEPA) with Bitcoin Strategic, a multi‑tranche Securities Purchase Agreement (SPA) with the Anson Funds (initial funding $15,000,000), convertible notes and warrants, dispositions of bitcoin holdings for $64,221,193, and contemplated asset dispositions and strategic shifts toward AI infrastructure.
K Wave Media Ltd. filed an amended Form 6-K to replace a prior May 22, 2026 submission about its acquisition of Hansol Inticube Co. The amendment fixes errors in previously furnished unaudited pro forma combined financial statements and adds the omitted audit report on Hansol’s 2025 results.
Hansol’s audited 2025 consolidated financials show total assets of ₩32,950,243,556 and total equity of ₩13,507,602,291. Revenue reached ₩64,818,242,303 with operating profit of ₩1,098,539,733 and profit for the year of ₩895,678,504, generating basic and diluted earnings per share of ₩58.
Hansol operates mainly an AI-based digital contact center business and a smaller pet healthcare segment. The AI segment produced most of the ₩64.8 billion in revenue and ₩1,046,982 thousand of segment operating profit. The auditor issued a qualified opinion because the 2025 financial statements omit comparative figures and certain IAS 1 transition disclosures.
K Wave Media Ltd. reported that Nasdaq notified the company on June 16, 2026 that its ordinary shares no longer meet the minimum $15,000,000 Market Value of Publicly Held Shares requirement for continued listing on the Nasdaq Global Market. The company has a 180-day compliance period, until December 14, 2026, to restore its public float above $15 million for at least 10 consecutive business days.
This notice does not immediately affect trading, but failure to regain compliance could lead to delisting, subject to appeal or a potential transfer to the Nasdaq Capital Market. K Wave Media is evaluating options, plans to submit a compliance plan in June 2026, and states it remains focused on its AI-focused strategic transformation.
K Wave Media Ltd. announced that its board has approved the planned retirement and cancellation of approximately 9.8 million ordinary shares expected to be returned to the company by the end of July 2026. These shares were originally issued in connection with the Solaire acquisition, which was later rescinded, and represent about a 13% reduction in currently outstanding shares.
The company views the share retirement as part of streamlining its corporate structure while it undertakes a strategic transition toward AI infrastructure investments, including data centers, compute resources, and AI-related technologies. Subject to shareholder approval at its annual meeting scheduled for July 10, 2026, K Wave Media also plans to rebrand under a new name.
K Wave Media Ltd. is unwinding its prior acquisition of Solaire Partners LLC. The company and the former Solaire shareholders signed a Rescission and Termination Agreement effective May 29, 2026, which cancels the original March 31, 2023 share purchase agreement as if it had never occurred.
Ownership of Solaire will return to its former shareholders, while approximately 9.8 million K Wave Media ordinary shares issued for the deal, including co-founder shares, are to be transferred back to the company within 60 days and may be held as treasury shares or cancelled under Cayman law. The company highlights this as part of a strategic pivot to become a focused Artificial Intelligence business, reducing share dilution and concentrating resources on AI initiatives. The agreement includes mutual releases of claims, and Chairman Pyeungho Choi has agreed to resign as chairman within 60 days, subject to completion of the share transfers.