i2 TECHNOLOGIES, INC.
MATERIAL INCOME TAX CONSEQUENCES FOR EMPLOYEES RESIDENT IN KOREA
The following is a general summary of the income tax consequences under current law of participating in the Offer for
those individuals who are tax residents of Korea. The summary is only intended to alert you to some of the material tax
consequences you may want to consider in making your decision about the Offer. It does not discuss all of the tax
consequences that may be relevant to you in your particular circumstances nor is it intended to apply to all option holders. It
particularly does not apply to you if you are a citizen or resident of another country for local law purposes. It also does not
address any state, provincial or other local law, any wealth tax, or the treatment of any dividends. In addition, you should note
that tax laws change frequently, occasionally on a retroactive basis. You should consult with your tax advisor as to the tax
consequences of your particular participation in the Offer.
Exchange of Options for Restricted Stock Units .
It is unlikely that you will be subject to tax upon the exchange of an option for restricted stock units.
Restricted Stock Units .
You will not be subject to tax at the time you receive the restricted stock units. When the restricted stock units vest and the
underlying shares become issuable, you will recognize taxable income in an amount equal to the fair market value of those
shares on the vesting date.
Sale of Shares .
When you subsequently sell the shares underlying the restricted stock units, you will recognize capital gain in an amount equal
to the difference between the sale price and the fair market value of the shares on the date of vesting.
Withholding and Reporting .
Your employer will report and withhold all applicable income and social taxes with respect to the income recognized upon
vesting of the restricted stock units. You will be responsible for paying any difference between the actual tax liability and the