Business Context and Reporting Period
This Form 6-K filing by GRAVITY Co., Ltd. serves as a public notice for the Annual General Meeting of Shareholders (AGM) scheduled for March 31, 2023. The filing summarizes the company's financial performance for the fiscal year ended December 31, 2022, and proposes corporate governance changes including director appointments and amendments to the Articles of Incorporation.
Key Financial Metrics (Fiscal Year 2022)
The following metrics are presented in millions of Korean Won (KRW) based on the Summary of Consolidated Financial Statements:
| Metric | 2022 | 2021 |
|---|---|---|
| Total Assets | 444,094 | 327,526 |
| Revenues | 463,618 | 413,938 |
| Operating Income | 104,842 | 97,564 |
| Net Income | 83,058 | 65,880 |
| Total Liabilities | 113,914 | 80,685 |
| Total Shareholders' Equity | 330,180 | 246,841 |
Non-Consolidated Highlights: Non-consolidated revenues decreased to 232,718 million KRW from 288,258 million KRW in 2021, while non-consolidated net income fell to 54,915 million KRW from 64,733 million KRW.
Note: The filing states that these financial statements are not completely audited and are subject to availability of the independent auditor's opinion.
Material Changes Versus Prior Period
- Consolidated Growth: Consolidated revenues increased by approximately 12% year-over-year, driven by a rise in total assets and operating income.
- Profitability: Consolidated net income grew by roughly 26% to 83,058 million KRW.
- Balance Sheet: Total liabilities increased by 40.6% to 113,914 million KRW, while shareholders' equity grew by 33.8%.
- Non-Consolidated Decline: In contrast to consolidated figures, non-consolidated revenues and net income both declined, suggesting significant intercompany transactions or subsidiary performance driving the consolidated growth.
Corporate Actions, Governance, and Strategic Outlook
Director Appointments
The AGM agenda proposes the reappointment of 8 directors and the appointment of 1 new director, Hyo Eun Lim, who brings experience from ORIX Capital Korea Corp. and Ernst & Young.
Compensation
The company proposes maintaining the total remuneration limit for Directors at KRW 2.5 billion for 2023.
Amendment to Articles of Incorporation
The filing proposes expanding the company's business objectives to include:
- Production and distribution of digital contents based on blockchain technologies, including NFTs.
- Operation of sport facilities, including golf driving ranges and screen golf clubs.
Additionally, the amendment revises stock option eligibility rules regarding the largest shareholder and specially related persons.
Risks and Contingencies
The filing explicitly notes that the financial statements included are unaudited. Investors are advised to refer to the fully audited statements to be disclosed later.
Investor Verification Checklist
- Verify the final audited financial statements once disclosed to confirm the unaudited figures provided in this notice.
- Review the specific details of the proposed blockchain/NFT and sports facility business expansions for capital requirements and strategic fit.
- Confirm the outcome of the AGM regarding the appointment of the new director and the amendment of the Articles of Incorporation.
- Analyze the divergence between consolidated growth and non-consolidated decline to understand the contribution of subsidiaries to overall performance.