AUTAGCO LTD. — Share Issue/Capital Change 2026

Apr 7, 2026

==> picture [71 x 40] intentionally omitted <==

AUTAGCO LTD.

(Company Registration No. 200311348E)

(Incorporated in the Republic of Singapore)

PROPOSED SHARE CONSOLIDATION OF EVERY TWO (2) EXISTING ISSUED ORDINARY SHARES INTO ONE (1) CONSOLIDATED SHARE IN THE CAPITAL OF THE COMPANY

1. INTRODUCTION

• 1.1. The board of directors (the “ Board ” or “ Directors ”) of Autagco Ltd. (the “ Company ”, and together with its subsidiaries, the “ Group ”) refers to the Company’s announcement dated 17 March 2026 (“ Announcement ”).

• 1.2. Unless otherwise defined herein, all capitalised terms used herein shall have the same meaning as ascribed in the Announcement.

• 1.3. The Board wishes to announce that the Company is proposing to undertake a share consolidation (the “ Proposed Share Consolidation ”) of every two (2) existing issued ordinary shares (“ Shares ”) into one (1) ordinary share in the capital of the Company (the “ Consolidated Share ”).

• 1.4. Pursuant to the Proposed Share Consolidation, each shareholder of the Company (the “ Shareholder ”) will receive one (1) Consolidated Share for every two (2) existing Shares held as at the record date to be determined by the Directors in their absolute discretion (“ Share Consolidation Record Date ”).

• 1.5. Pursuant thereto, the Company proposes to seek Shareholders’ approval for the Proposed Share Consolidation at an extraordinary general meeting of the Company (“ EGM ”) to be convened.

• 1.6. The Company will be issuing a circular to Shareholders (the “ Circular ”) containing information pertaining to the Proposed Share Consolidation, together with the notice of EGM in due course, via announcement on SGXNet and on the Company’s website. Printed copies of the notice of EGM, the proxy form and the request form will also be despatched to Shareholders.

2. INFORMATION ON THE PROPOSED SHARE CONSOLIDATION

• 2.1. Under the Proposed Share Consolidation, every two (2) existing Shares registered in the name, or standing to the credit of the securities accounts, of each Shareholder or depositor as at the Share Consolidation Record Date shall be consolidated into one (1) Consolidated Share, fractional entitlements will be rounded up to the nearest whole Consolidated Share. Each Consolidated Share will rank pari passu in all respects with each other. The Proposed Share Consolidation will take effect from 9:00 a.m. on a date to be determined by the Directors as being the date when the Proposed Share Consolidation will become effective and the date on which the Consolidated Shares will trade on the Catalist in board lots of 100 Consolidated Shares (“ Share Consolidation Effective Trading Date ”).

• 2.2. For Shareholders who hold less than two (2) existing Shares as at the Share Consolidation Record Date, the Company will be issuing one (1) Consolidated Share to each of these Shareholders, such that they will each hold one (1) Consolidated Share following the completion of the Proposed Share Consolidation.

• 2.3. Shareholders who receive odd lots of Consolidated Shares pursuant to the Proposed Share Consolidation and who wish to trade in such odd lots may trade with a minimum size of one (1) Consolidated Share on the SGX-ST unit share market. The SGX-ST unit share market will

Page 1 of 5

enable trading in odd lots in any quantity less than one (1) board lot of the underlying Shares. As odd lots of Consolidated Shares may be traded on the SGX-ST unit share market, no separate arrangement will be made for the trading of such odd lots.

• 2.4. Shareholders should note that the market for trading of such odd lots of Consolidated Shares may be illiquid and they may have to bear disproportionate transaction costs in trading their Consolidated Shares on the SGX-ST unit share market. Shareholders who wish to trade their Consolidated Shares on the SGX-ST unit share market should consult their stockbroker, bank manager, solicitor, accountant, tax adviser or other professional advisers.

• 2.5. As at the date of this announcement, based on records kept with the Accounting and Corporate Regulatory Authority of Singapore, the Company has an issued and paid-up share capital of S$73,577,500.30 comprising 2,607,007,153 existing Shares. The Company has no treasury shares or subsidiary holdings as at the date of this announcement.

On the assumption that there will be no change to the abovementioned issued and paid-up share capital of the Company up to the Share Consolidation Record Date without taking into account the rounding up of the shareholdings of Shareholders (including the Shareholders who hold less than two (2) existing Shares) who would otherwise hold fractional Consolidated Shares to the nearest whole Consolidated Share, and subject to Shareholders’ approval being obtained for the Proposed Share Consolidation at the EGM, the issued and paid-up share capital of the Company will be approximately S$73,577,500.30 comprising 1,303,503,576 Consolidated Shares, following the completion of the Proposed Share Consolidation. The Company will provide further illustration on the effects of the Proposed Share Consolidation in the Circular, taking into account the rounding up of the shareholdings of Shareholders (including the Shareholders who hold less than two (2) existing Shares) who would otherwise hold fractional Consolidated Shares to the nearest whole Consolidated Share, based on the shareholding list as at the latest practicable date of the Circular.

• 2.6. The Proposed Share Consolidation will have no impact on the dollar value of the issued and paid-up share capital of the Company. The Proposed Share Consolidation will not involve the diminution of any liability in respect of unpaid capital or the payment to any Shareholder of any paid-up capital of the Company, and has no effect on the equity of the Group.

• 2.7. Shareholders will not be required to make any payment to the Company in respect of the Proposed Share Consolidation. The Proposed Share Consolidation will not cause any changes to the percentage shareholding of each Shareholder, other than non-material changes due to rounding up of fractional entitlements upon completion of the Proposed Share Consolidation.

• 2.8. Completion of the Proposed Subscription is conditional upon the completion of the Proposed Share Consolidation.

3. RATIONALE FOR THE PROPOSED SHARE CONSOLIDATION

The Proposed Share Consolidation is undertaken in conjunction with the Proposed Subscription. The Board believes that the Proposed Share Consolidation will be beneficial to the Company and its Shareholders for the following reasons:

(a) Facilitation of the pricing and implementation of the Proposed Subscription

The Proposed Share Consolidation will be effected prior to the completion of the Proposed Subscription. By increasing the absolute trading price of the Shares, the Board believes that the Proposed Share Consolidation may facilitate more appropriate pricing and implementation of the Proposed Subscription and support a more orderly trading environment for the Shares following the issuance of Subscription Shares pursuant to the Proposed Subscription.

• (b) Facilitation of meaningful price discovery and moderation of short term price fluctuations

The Company’s Shares have been trading at a low absolute price level on the Catalist

Page 2 of 5

over the past six (6) months up to and including the date of this announcement, with the VWAP of each Share at S$0.002. At such price levels, the Share price is subject to limited pricing granularity, which may not accurately reflect market demand and supply and may result in abrupt price movements. By increasing the absolute trading price of the Shares, the Proposed Share Consolidation may facilitate more meaningful price discovery and help moderate short-term price fluctuations, thereby reducing excessive volatility in the trading of the Shares.

(c) Reduction of percentage transaction cost for trading of Shares

As share trading may involve certain minimum fixed expenses (such as minimum brokerage fees), trading in lowly-priced shares may translate to higher transaction costs, relative to the trading price, for each trading of one board lot of Shares. Given their susceptibility to speculation and market manipulation, lowly-priced shares are generally more volatile as compared to higher-priced shares. The Board believes that the Proposed Share Consolidation may serve to (i) reduce the volatility of the Share price and reduce fluctuations in the Company’s market capitalisation; and (ii) reduce the percentage transaction cost for trading in each board lot of Shares.

Shareholders should note however that there can be no assurance that the Proposed Share Consolidation will achieve the desired results as stated above or benefit all Shareholders, nor is there assurance that such results, if achieved, can be sustained in the longer term.

4. APPROVALS AND CONDITIONS FOR THE PROPOSED SHARE CONSOLIDATION

• 4.1.

The Proposed Share Consolidation is subject to, among others:

• (a) the receipt of LQN from the SGX-ST for the dealing in, listing of and quotation for the Consolidated Shares on the Catalist; and

• (b) the approval of Shareholders by ordinary resolution of the Proposed Share Consolidation at the EGM.

• 4.2. An application will be made to the SGX-ST, via the Company’s continuing sponsor, to obtain its approval-in-principle for the dealing in, listing of and quotation for the Consolidated Shares (including the Consolidated Conversion Shares (as defined herein)), arising from the Proposed Share Consolidation on the Catalist. An announcement will be made by the Company upon the receipt of the outcome of the application in due course. Any LQN which may be issued by the SGX-ST for the listing and quotation of the Consolidated Shares (including the Consolidated Conversion Shares) is not to be taken as an indication of the merits of the Proposed Share Consolidation, the Consolidated Shares (including the Consolidated Conversion Shares), the Company and/or its subsidiaries.

5. ADJUSTMENTS REQUIRED UNDER THE CONVERTIBLE LOAN AGREEMENT

The Board refers to the Company’s announcements dated 3 December 2024 and 8 December 2025 in relation to the convertible loan agreement dated 29 November 2024 (the " Convertible Loan Agreement ") entered into with Lenn International Pte. Ltd. (the “ Investor ”) and Mr Ng Boon Hui (the Executive Chairman and Chief Executive Officer of the Company) (the guarantor), pursuant to which the Investor has agreed to grant an interest-bearing convertible loan for a principal amount of S$500,000 to the Company (the " Convertible Loan ") in accordance with the terms and conditions of the Convertible Loan Agreement. The Convertible Loan remains outstanding in full as at the date of this announcement, with the maturity date being extended to 2 June 2027.

Pursuant to the Convertible Loan Agreement, the Investor has been granted the right to convert the Convertible Loan at the issue price of S$0.003 per Conversion Share (the “ Conversion Price ”) into a maximum of 166,666,666 new Shares (the " Conversion Shares "), fractional shares to be disregarded, in accordance with the terms and conditions of the Convertible Loan Agreement.

Page 3 of 5

As a consequence of the Proposed Share Consolidation, adjustments will be made to the Conversion Price (“ Consolidated Conversion Price ”) and the number of Conversion Shares (“ Consolidated Conversion Shares ”) pursuant to the terms of the Convertible Loan Agreement based on the following formula:

• (a) Consolidated Conversion Price = Conversion Price x Proportionate Change Factor

= = (b) Number of Consolidated Conversion Shares = = =	S$0.003 x (2 / 1) S$0.006 Conversion Amount Consolidated Conversion Price S$500,000 S$0.006 83,333,333

An application will be made to the SGX-ST, via the Company’s continuing sponsor, to obtain its approval-in-principle for the dealing in, listing of and quotation for up to 83,333,333 Consolidated Conversion Shares from the abovementioned adjustments. The Company will update Shareholders upon receipt of the outcome of the application in due course.

Subject to the approval in-principle of the Consolidated Conversion Shares being obtained from the SGX-ST, the abovementioned adjustments shall be effective from the Share Consolidation Effective Trading Date.

6. EFFECT OF THE PROPOSED SHARE CONSOLIDATION ON THE VWAP

For illustrative purposes only, as at the date of this announcement, based on the 6-month VWAP of the existing Shares of S$0.002 for the period from 8 October 2025 to 7 April 2026:

• (a) the theoretical 6-month VWAP of the Shares as adjusted for the Proposed Share Consolidation, based on 1,303,503,576 Consolidated Shares, is S$0.004;

• (b) the theoretical 6-month VWAP of the Shares as adjusted for the Proposed Share Consolidation, based on 1,303,503,576 Consolidated Shares and assuming the allotment and issuance of 83,333,333 Consolidated Conversion Shares, is S$0.004.

7.

CIRCULAR

As mentioned in paragraph 1.6 above, a Circular containing further information pertaining to the Proposed Share Consolidation and the notice of EGM will be issued to Shareholders in due course.

8. INTERESTS OF DIRECTORS AND SUBSTANTIAL SHAREHOLDERS

Save as disclosed in the Announcement and save for their interests arising by way of their shareholdings in the Company and/or directorships in the Group, as the case may be, there are no other Directors or substantial Shareholders and their respective associates has any interest, direct or indirect, in the Proposed Share Consolidation.

Page 4 of 5

9. FURTHER ANNOUNCEMENTS

The Company will make the appropriate announcements as and when there are material developments on the Proposed Share Consolidation.

10. CAUTIONARY STATEMENT

Shareholders and potential investors are advised to read this announcement and any further announcements by the Company carefully, and to exercise caution in trading their Shares. The Proposed Share Consolidation is subject to certain conditions and there is no certainty or assurance as at the date of this announcement that the Proposed Share Consolidation will be completed, or that no changes will be made to the terms thereof. Accordingly, Shareholders and potential investors are advised to read this announcement and any further announcements by the Company carefully, and exercise caution before making any decision in respect of their dealings in the Shares of the Company. Shareholders and potential investors should consult their stock brokers, bank managers, solicitors or other professional advisors if they have any doubt about the actions they should take.

11. DIRECTORS’ RESPONSIBILITY STATEMENT

The Directors of the Company collectively and individually accept full responsibility for the accuracy of the information given in this announcement and confirm after making all reasonable enquiries, that to the best of their knowledge and belief, this announcement constitutes full and true disclosure of all material facts about the Proposed Share Consolidation, the Company and its subsidiaries, and the Directors are not aware of any facts the omission of which would make any statement in this announcement misleading. Where information in this announcement has been extracted from published or otherwise publicly available sources or obtained from a named source, the sole responsibility of the Directors has been to ensure that such information has been accurately and correctly extracted from those sources and/or reproduced in this announcement in its proper form and context.

BY ORDER OF THE BOARD

Ng Boon Hui Executive Chairman and Chief Executive Officer 7 April 2026

This announcement has been reviewed by the Company’s sponsor, SAC Capital Private Limited (the “ Sponsor ”).

This announcement has not been examined or approved by the Singapore Exchange Securities Trading Limited (the “ SGX-ST ”) and the SGX-ST assumes no responsibility for the contents of this announcement, including the correctness of any of the statements or opinions made or reports contained in this announcement.

The contact person for the Sponsor is Ms. Lee Khai Yinn (Tel: (65) 6232 3210), at 1 Robinson Road, #21-01 AIA Tower, Singapore 048542.

Page 5 of 5