SouthGobi Announces Discloseable Transaction Entering Into a Build-Transfer Agreement in Relation to the Dry Coal Separation System

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SouthGobi Announces Discloseable Transaction Entering Into a Build-Transfer Agreement in Relation to the Dry Coal Separation SystemHONG KONG, HK / ACCESS Newswire / April 27, 2026 / SouthGobi Resources Ltd. (TSX-V:SGQ)(HK:1878) ("SouthGobi" or the "Company") announces that on April 22, 2026, the Company's wholly-owned Mongolian subsidiary, Southgobi Sands LLC ("SGS"), entered into a Build-Transfer agreement (the "BT Agreement") with Tangshan Shenzhou Manufacturing Group Co., Ltd (唐山神州機械集團有限公司) ("Tangshan Shenzhou"), pursuant to which Tangshan Shenzhou is responsible for the construction (excluding site preparation works) of a new dry coal separation system, including the key equipment of ZM600 礦物高效分離機 and IDS-2000 智能乾選機, which, for transliteration purpose only, mean high-efficiency mineral separation machine and intelligent dry selection machine, respectively (collectively, the "Dry Coal Separation System") at the Company's Ovoot Tolgoi Mine in Mongolia. The Dry Coal Separation System will be a stand-alone plant separate from the Company's existing dry processing plants.Tangshan Shenzhou is also responsible for the construction of all related facilities for the Dry Coal Separation System (the "Related Facilities"). Tangshan Shenzhou shall transfer the ownership and relevant intellectual property right of the Dry Coal Separation System to SGS upon the satisfaction of the conditions for transfer in accordance with the BT Agreement. Under the BT Agreement, SGS has the right to supervise and inspect Tangshan Shenzhou's construction progress and safety management. The total consideration payable by SGS over the term of the BT Agreement is approximately RMB53.8 million (equivalent to approximately USD$7.8 million) (the "Consideration"). Subject to the terms as set out therein, the BT Agreement is effective from April 22, 2026 until the Consideration has been fully paid by SGS which is expected to take place on or around April 22, 2031.LISTING RULES IMPLICATIONSAs one or more of the applicable percentage ratio(s) (as defined under the Listing Rules) in respect of the transactions contemplated under the BT Agreement is/are more than 5% but less than 25%, the entering into of the BT Agreement consti...

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