Hondu Energy: Announcement of the Board of Directors' Resolution to Handle a Private Placement of Common Shares

1. Date of Board of Directors resolution: 2026/04/24
2. Type of private placement securities: Common shares
3. Private placement targets and their relationship with the company:
Limited to specific persons as stipulated in Article 43-6 of the Securities and Exchange Act, with priority given to those who can directly or indirectly contribute to the company's future operations. The company has not yet identified specific subscribers.
4. Number of private placement shares or units: Not exceeding 15,000 thousand shares.
5. Authorized private placement amount:
It is proposed to issue common shares through private placement within the limit of 15,000 thousand shares, and the total amount of private placement will be determined by the Board of Directors based on the actual private placement situation.
6. Basis and reasonableness of private placement price determination:
The determination of this private placement price shall not be lower than 80% of the higher of the prices calculated by the Board of Directors, authorized by the shareholders' meeting resolution, based on the following two criteria on the pricing date:
(1) The simple arithmetic average of the closing prices of common shares calculated by selecting one of the first, third, or fifth business days prior to the pricing date, after deducting ex-rights and ex-dividends for bonus shares and adding back ex-rights for capital reductions.
(2) The simple arithmetic average of the closing prices of common shares for the thirty business days prior to the pricing date, after deducting ex-rights and ex-dividends for bonus shares and adding back ex-rights for capital reductions.
The aforementioned basis for private placement price determination complies with the regulations for public offering companies handling private placement securities, so the determination of the common share price for this private placement is deemed reasonable.
7. Purpose of this private placement fund:
It will be used to replenish working capital, and is expected to strengthen the company's competitiveness, improve operational efficiency, and enhance the financial structure, which will have a positive effect on shareholders' equity.
8. Reasons for not adopting public offering:
The regulation that privately placed securities cannot be freely transferred within three years will further ensure the long-term cooperative relationship between the company and strategic investment partners.
9. Opinions of dissenting or reserved independent directors: None.
10. Actual pricing date: To be determined by the Board of Directors after authorization by the shareholders' meeting.
11. Reference price: To be determined by the Board of Directors after authorization by the shareholders' meeting.
12. Actual private placement price, conversion or subscription price: To be determined by the Board of Directors after authorization by the shareholders' meeting.
13. Rights and obligations of these privately placed new shares:
Same as original shares, but in accordance with Article 43-8 of the Securities and Exchange Act, these privately placed common shares cannot be freely transferred within three years after delivery, except in specific circumstances stipulated by law; the company also plans to apply for public offering and listing for trading in accordance with relevant laws and regulations after three years from the delivery of these privately placed common shares.
14. For those with conversion, exchange, or subscription rights, the share conversion record date: Not applicable.
15. For those with conversion, exchange, or subscription rights, the potential dilution of equity: Not applicable.
16. For those with conversion or subscription rights, the possible impact on the shareholding ratio of listed common shares after the delivery of private placement corporate bonds and assuming all are converted or subscribed to common shares (number of listed common shares A, A/total issued common shares): Not applicable.
17. If the aforementioned estimated listed common shares are less than 60 million shares and less than 25%, please explain the countermeasures for low liquidity of equity: Not applicable.
18. Other matters to be specified:
The main content of this private placement plan, in addition to the private placement pricing ratio, includes but is not limited to the actual issuance price, number of shares, fundraising amount, issuance conditions, project items, planned progress of fund utilization, expected benefits, and all other related matters concerning the issuance plan. It is proposed to authorize the Board of Directors at the shareholders' meeting to determine these matters based on market conditions and company operational needs. If subsequent revisions are made by the competent authority or changes are required due to operational evaluation or changes in objective circumstances or laws, the Board of Directors is also authorized to handle them with full discretion.