REG - Peel Hunt LLP AOTI, Inc. - Results of Placing

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RNS Number : 2853T  Peel Hunt LLP  31 July 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, INTO OR IN THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF
SOUTH AFRICA, ISRAEL OR JAPAN OR ANY OTHER JURISDICTION IN WHICH OFFERS OR
SALES WOULD BE PROHIBITED BY APPLICABLE LAW. THIS ANNOUNCEMENT IS FOR
INFORMATION ONLY AND DOES NOT CONSTITUTE OR FORM AN OFFER OF SECURITIES
IN THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA,
ISRAEL OR JAPAN OR ANY OTHER JURISDICTION.

PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.

31 July 2025

Results of Placing of ordinary shares in AOTI Inc. ("AOTI")

Further to the announcement released on 30 July 2025, certain pre-IPO
shareholders (the "Sellers") announce that pursuant to the Placing, the
Sellers have sold, in aggregate, approximately 10 million ordinary shares in
the capital of AOTI by way of an accelerated bookbuild to eligible
institutional investors at a price of 50 pence per ordinary share, raising
gross proceeds of approximately £5.0 million. The Placing Shares represent
approximately 9.4 per cent. of AOTI's issued share capital.

The remaining shares held by the Sellers are subject to a 6-month lock up
undertaking (subject to waiver by the Sole Bookrunner).

The proceeds of the Placing are payable in cash on usual settlement terms, and
closing of the Placing is expected to occur on a T+2 basis on 4 August 2025.

Peel Hunt LLP acted as Sole Bookrunner on the Placing.

AOTI is not party to the Placing and will not receive any proceeds from the
Placing.

ENQUIRIES

Peel Hunt LLP (Sole Bookrunner)

Dr. Christopher Golden / Benjamin Harris

Sohail Akbar / Ambika Bose

+44 (0) 20 7418 8900

 

IMPORTANT NOTICES

This information contained in this announcement is for background purposes
only and does not purport to be full or complete. No reliance may be placed by
any person for any purpose on the information contained in this announcement
or its accuracy, fairness or completeness.

This announcement is not for publication or distribution or release, directly
or indirectly, in or into the United States of America (including its
territories and possessions, any state of the United States and the District
of Columbia), Canada, Australia, the Republic of South Africa, Israel, Japan
or any other jurisdiction where such an announcement would be unlawful. The
distribution of this announcement and the offer and sale of the Placing Shares
may be restricted by law in certain jurisdictions and persons into whose
possession this document or other information referred to herein comes should
inform themselves about and observe any such restriction. Any failure to
comply with these restrictions may constitute a violation of the securities
laws of any such jurisdiction. No action has been taken that would permit an
offering of the Placing Shares or possession or distribution of this
announcement in any jurisdiction where action for that purpose is required.

This announcement does not constitute or form part of an offer for sale or
solicitation of an offer to purchase or subscribe for securities in the United
States, Canada, Australia, the Republic of South Africa, Israel, Japan or any
other jurisdiction. The Placing Shares have not been and will not be
registered under the United States Securities Act of 1933, as amended (the
"Securities Act"), and may not be offered or sold, directly or indirectly, in
the United States, absent registration under or an exemption from, or
transaction not subject to, the registration requirements of, the Securities
Act. No public offering of securities is being made in the United States or in
any other jurisdiction.

In member states of the European Economic Area ("EEA") (each, a "Relevant
Member State"), this announcement is directed exclusively at persons who are
"qualified investors" within the meaning of the Regulation (EU) 2017/1129 (the
"Prospectus Regulation").

In the United Kingdom, this announcement is only being distributed to, and is
only directed at, and any investment or investment activity to which this
announcement relates is available only to, and will be engaged in only with,
persons who are "qualified investors" within the meaning of the UK Prospectus
Regulation and who are (i) investment professionals falling with Article 19(5)
of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (as amended) (the "Order"); or (ii) high net worth entities falling
within Article 49(2)(a) to (d) of the Order, or (iii) other persons to whom an
offer of the Placing Shares may otherwise be lawfully communicated (all such
persons together being referred to as "relevant persons"). Persons who are not
relevant persons should not take any action on the basis of this announcement
and should not act or rely on it. For these purposes, the expression "UK
Prospectus Regulation" means the Prospectus Regulation as it forms part of UK
domestic law by virtue of the European Union (Withdrawal) Act 2018.

No prospectus or offering document has been or will be prepared in connection
with the Placing. Any publicly available information relating to AOTI and
AOTI's shares has not been independently verified by the Sellers, the Sole
Bookrunner or any of their respective affiliates. The information contained in
this announcement is for background purposes only and does not purport to be
full or complete. No reliance may be placed for any purpose on the information
contained in this announcement or its accuracy or completeness and this
announcement should not be considered a recommendation by any Seller, Peel
Hunt or any of their respective affiliates in relation to any purchase of
securities of the Company.

This announcement does not purport to identify or suggest the risks (direct or
indirect) which may be associated with an investment in AOTI or its shares.

Peel Hunt is authorised and regulated in the United Kingdom by the Financial
Conduct Authority. Peel Hunt is acting for the Sellers only in connection with
the Placing and no one else, and will not be responsible to anyone other than
the Sellers for providing the protections offered to its clients nor for
providing advice in relation to the Placing Shares or the Placing, the
contents of this announcement or any transaction, arrangement or other matter
referred to in this announcement.

Neither Peel Hunt nor any of its directors, officers, employees, advisers or
affiliates accepts any responsibility whatsoever and makes no representation
or warranty, express or implied, for the contents of this announcement,
including its accuracy, completeness or verification or for any other
information in connection with the Sellers, the Company or its subsidiaries
and/or the Placing, and nothing in this announcement is or shall be relied
upon as a promise or representation in this respect, whether as to the past or
the future. Peel Hunt accordingly disclaims to the fullest extent permitted by
law all and any responsibility and liability, whether arising in tort,
contract or otherwise, which it might otherwise have in respect of this
announcement and any such statement.

References to time in this announcement are to London time, unless otherwise
stated. All times and dates in this announcement may be subject to amendment.

ENDS

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