GT GOLD (GT Gold Holdings Limited) signed a placing agreement on 18 May 2026 to issue up to 398.02 million new shares under its existing general mandate.

Key terms • Placing size: up to 398.02 million new shares, equal to 4.70% of the current issued share capital and 4.49% post-placement. • Placing price: HK$0.4275 per share, representing a 14.50% discount to the 18 May closing price of HK$0.50 and a 16.50% discount to the five-day average of HK$0.512. • Gross proceeds: approximately HK$170.20 million. • Net proceeds: about HK$165.30 million, implying a net price of HK$0.416 per share after 2% placing commission and other expenses.

Use of net proceeds A. Taizhou Mine revamp, maintenance and operational enhancement: HK$66.10 million (40%), target utilisation by 31 Dec 2026. B. Future gold-mine acquisitions: HK$66.10 million (40%), target utilisation by 31 Dec 2026. C. Working capital and general corporate purposes: HK$33.10 million (20%), target utilisation by 30 Apr 2028.

Shareholding impact • Total shares will rise from 8.47 billion to 8.86 billion. • Chairman Ma Qianzhou’s direct and deemed stake will dilute from 40.50% to 38.69%; spouse Zhao Yuebing’s stake falls from 9.21% to 8.80%. • Public free float, including new placees, will increase from 50.28% to 52.52%. • The placement consumes 26.79% of the 2025 general mandate (1.49 billion shares available).

Additional terms • First Shanghai Securities is Sole Overall Coordinator and Joint Placing Agent, alongside BOCI Asia and ICBC International Securities. • Completion is conditional on Stock Exchange approval for listing and other customary conditions. The transaction is on a best-effort basis, and may be terminated if specified adverse events occur. • The company is subject to a 30-day lock-up on new share issues, with limited exceptions.

Recent capital-raising activity In October 2025, GT GOLD completed a separate placing of 1.04 billion shares at HK$0.275 each, raising HK$274.47 million net; HK$78.56 million of those proceeds remains unutilised.

Rationale Management expects the new funds to strengthen liquidity, enlarge shareholders’ equity, optimise capital structure and support ongoing development, including potential acquisitions currently under evaluation.

Completion is expected within 15 business days after the next business day following the agreement date, subject to satisfaction of all conditions. Investors are advised to exercise caution as the placing may not proceed if conditions are not met.