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REG - Built Cybernetics - Result of WRAP Retail Offer & Total Voting Rights

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RNS Number : 5054D  Built Cybernetics PLC  08 May 2026

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO OR WITHIN THE UNITED STATES, AUSTRALIA, NEW ZEALAND,
CANADA, SOUTH AFRICA OR JAPAN, OR ANY MEMBER STATE OF THE EEA, OR ANY OTHER
JURISDICTION WHERE, OR TO ANY OTHER PERSON TO WHOM, TO DO SO MIGHT CONSTITUTE
A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (EU) 596/2014 WHICH FORMS PART OF THE LAWS OF
ENGLAND AND WALES PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK
MAR"). UPON PUBLICATION OF THIS ANNOUNCEMENT THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE WITHIN THE PUBLIC DOMAIN.

 

8 May 2026

 

Built Cybernetics plc

("Built Cybernetics", the "Company", or, together with its subsidiaries, the
"Group")

 

Result of WRAP Retail Offer

Total Voting Rights

 

Built Cybernetics (AIM: BUC), the smart buildings group, is pleased to
confirm, further to the announcements made on 30 April 2026, the result of its
fundraising at the Issue Price of 1.5 pence per share. The Company announces
that it has raised aggregate gross proceeds of approximately £78,520 pursuant
to the WRAP Retail Offer. Accordingly, the Company will issue a total of
5,234,659 new Ordinary Shares at the Issue Price pursuant to the WRAP Retail
Offer.

 

In total, the Placing and Subscription and the WRAP Retail Offer have
therefore raised gross proceeds of approximately £0.65 million for the
Company, via the Placing and Subscription of 37,999,994 new Ordinary Shares
and the 5,234,659 WRAP Retail Offer Shares.

 

Admission and Total Voting Rights

Application has been made for a total of 28,999,995 new Ordinary Shares in
relation to the Placing and Subscription (the "First Tranche Shares") to be
admitted to trading on AIM and it is expected that their admission to AIM will
take place at 0800 today, 8 May 2026 ("First Admission").

 

Upon First Admission, the Company's issued ordinary share capital will consist
of 384,459,564 Ordinary Shares with one voting right each. The Company does
not hold any Ordinary Shares in treasury. Therefore, from First Admission the
total number of Ordinary Shares and voting rights in the Company will be
384,459,564. With effect from First Admission, this figure may be used by
Shareholders in the Company as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change to their interest in, the Company under the FCA's Disclosure Guidance
and Transparency Rules.

 

The issue of the WRAP Retail Offer Shares plus 8,999,999 new Ordinary Shares
in relation to the Placing and Subscription (together the "Second Tranche
Shares"), will be conditional upon, inter alia, the passing of certain
resolutions (granting the Directors authority to issue and allot new ordinary
shares otherwise than on a non-pre-emptive basis) to be put to shareholders of
the Company at the annual general meeting of the Company on 22 May 2026,
whereby such authority will be utilised by the Directors to enable the issue
of the Second Tranche Shares.  The issue of the Second Tranche Shares will
also be conditional, inter alia, on admission of the Second Tranche Shares to
trading on AIM ("Second Admission"). Application will be made for the Second
Tranche Shares to be admitted to trading on AIM and it is expected that Second
Admission will take place on or around 26 May 2026.

 

Upon Second Admission, the Company's issued ordinary share capital will
consist of 398,694,222 Ordinary Shares with one voting right each. The Company
does not hold any Ordinary Shares in treasury. Therefore, from Second
Admission the total number of Ordinary Shares and voting rights in the Company
will be 398,694,222. With effect from Second Admission, this figure may be
used by Shareholders in the Company as the denominator for the calculations by
which they will determine if they are required to notify their interest in, or
a change to their interest in, the Company under the FCA's Disclosure Guidance
and Transparency Rules.

 

The new Ordinary Shares to be issued pursuant to the WRAP Retail Offer will be
issued free of all liens, charges and encumbrances and will, on Admission,
rank pari passu in all respects with the new Ordinary Shares to be issued
pursuant to the Placing and Subscription and the Company's existing Ordinary
Shares.

 

Terms used but not defined in this announcement have the same meaning as set
out in the Company's announcement released at 07:01 on 30 April 2026.

For further information, please contact:

 Investor Enquiries                                              https://builtcybernetics.com/link/PB2RKP

                                                              (https://builtcybernetics.com/link/PB2RKP)
 We encourage all investors to share questions

 on this announcement via our investor hub
 Built Cybernetics plc                                          +44 (0)20 7843 3001

 Clive Carver, Chairman

 Nick Clark, Chief Executive
 Canaccord Genuity Limited, Nominated Adviser and joint broker  +44 (0)20 7523 8000

 Stuart Andrews

 Elizabeth Halley-Stott
 Allenby Capital Limited, joint broker                          +44 (0)20 3328 5656

 Nick Naylor, Alex Brearley (Corporate Finance)

 Jos Pinnington, Lauren Wright (Sales and Corporate Broking)
 Winterflood Retail Access Platform                             WRAP@winterflood.com

 Sophia Bechev, Kaitlan Billings                                +44 (0)20 3100 0214

 

Further information on the Company can be found on its website at
www.builtcybernetics.com (http://www.builtcybernetics.com)

 

The Company's LEI is 213800WWNHLPUBSUK220.

 

This announcement should be read in its entirety. In particular, the
information in the "Important Notices" section of the announcement should be
read and understood.

 

Important Notices

 

The content of this announcement has been prepared by and is the sole
responsibility of the Company.

 

The release, publication or distribution of this announcement may be
restricted by law in certain jurisdictions and persons into whose possession
any 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.

 

This announcement and the information contained herein is not for release,
publication or distribution, directly or indirectly, in whole or in part, in
or into or from the United States (including its territories and possessions,
any state of the United States and the District of Columbia (the "United
States" or "US")), Australia, Canada, New Zealand, Japan, the Republic of
South Africa, any member state of the EEA or any other jurisdiction where to
do so might constitute a violation of the relevant laws or regulations of such
jurisdiction. This announcement does not constitute an offer to sell or issue
or a solicitation of an offer to buy or subscribe for Ordinary Shares in any
such jurisdiction.

 

This announcement is not for publication or distribution, directly or
indirectly, in or into the United States of America.  This announcement is
not an offer of securities for sale into the United States.  The securities
referred to herein have not been and will not be registered under the US
Securities Act, and may not be offered or sold in the United States, except
pursuant to an applicable exemption from registration.  No public offering of
securities is being made in the United States.

 

WRAP is a proprietary technology platform owned and operated by Winterflood
Securities Ltd (registered address at Riverbank House, 2 Swan Lane, London
EC4R 3GA; FRN 141455). Winterflood Securities Ltd ("Winterflood") is
authorised and regulated in the United Kingdom by the Financial Conduct
Authority, is acting exclusively for the Company and for no-one else and will
not regard any other person (whether or not a recipient of this announcement)
as its client in relation to the WRAP Retail Offer and will not be responsible
to anyone other than the Company for providing the protections afforded to its
clients, nor for providing advice in connection with the WRAP Retail Offer,
Admission and the other arrangements referred to in this announcement.

 

The value of Ordinary Shares and the income from them is not guaranteed and
can fall as well as rise due to stock market movements. When you sell your
investment, you may get back less than you originally invested. Figures refer
to past performance and past performance is not a reliable indicator of future
results. Returns may increase or decrease as a result of currency
fluctuations.

 

Certain statements in this announcement may constitute forward-looking
statements which are based on the Company's expectations, intentions and
projections regarding its future performance, anticipated events or trends and
other matters that are not historical facts. These forward-looking statements,
which may use words such as "aim", "anticipate", "believe", "intend",
"estimate", "expect" and words of similar meaning, include all matters that
are not historical facts. These forward-looking statements involve risks,
assumptions and uncertainties that could cause the actual results of
operations, financial condition, liquidity and dividend policy and the
development of the industries in which the Company's businesses operate to
differ materially from the impression created by the forward-looking
statements. These statements are not guarantees of future performance and are
subject to known and unknown risks, uncertainties and other factors that could
cause actual results to differ materially from those expressed or implied by
such forward-looking statements. Given those risks and uncertainties,
prospective investors are cautioned not to place undue reliance on
forward-looking statements.

 

These forward-looking statements speak only as at the date of this
announcement and cannot be relied upon as a guide to future performance. The
Company and Winterflood expressly disclaim any obligation or undertaking to
update or revise any forward-looking statements contained herein to reflect
actual results or any change in the assumptions, conditions or circumstances
on which any such statements are based unless required to do so by the
Financial Conduct Authority, the London Stock Exchange or applicable law.

 

The information in this announcement is for background purposes only and does
not purport to be full or complete. None of Winterflood or any of its
affiliates, accepts any responsibility or liability whatsoever for, or makes
any representation or warranty, express or implied, as to this announcement,
including the truth, accuracy or completeness of the information in this
announcement (or whether any information has been omitted from the
announcement) or any other information relating to the Company or associated
companies, whether written, oral or in a visual or electronic form, and
howsoever transmitted or made available or for any loss howsoever arising from
any use of the announcement or its contents or otherwise arising in connection
therewith. Winterflood and its affiliates, accordingly disclaim all and any
liability whether arising in tort, contract or otherwise which they might
otherwise be found to have in respect of this announcement or its contents or
otherwise arising in connection therewith.

 

Any indication in this announcement of the price at which the Ordinary Shares
have been bought or sold in the past cannot be relied upon as a guide to
future performance. Persons needing advice should consult an independent
financial adviser. No statement in this announcement is intended to be a
profit forecast and no statement in this announcement should be interpreted to
mean that earnings or target dividend per share of the Company for the current
or future financial years would necessarily match or exceed the historical
published earnings or dividends per share of the Company.

 

Neither the content of the Company's website (or any other website) nor the
content of any website accessible from hyperlinks on the Company's website (or
any other website) is incorporated into or forms part of this announcement.
The WRAP Retail Offer Shares to be issued or sold pursuant to the WRAP Retail
Offer will not be admitted to trading on any stock exchange other than the
London Stock Exchange.

 

It is further noted that the WRAP Retail Offer was only open to investors in
the United Kingdom who fall within Article 43 of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended (which includes
an existing member of the Company).

Canaccord Genuity Limited, which is authorised and regulated by the FCA in the
United Kingdom, is acting as Nominated Adviser and joint broker to the
Company. Canaccord Genuity Limited has not authorised the contents of, or any
part of, this announcement, and no liability whatsoever is accepted by
Canaccord Genuity Limited for the accuracy of any information or opinions
contained in this announcement or for the omission of any material
information. The responsibilities of Canaccord Genuity Limited as the
Company's Nominated Adviser under the AIM Rules for Companies and the AIM
Rules for Nominated Advisers are owed solely to London Stock Exchange plc and
are not owed to the Company or to any director or shareholder of the Company
or any other person, in respect of its decision to acquire shares in the
capital of the Company in reliance on any part of this announcement, or
otherwise.

Allenby Capital Limited is authorised and regulated by the FCA in the United
Kingdom. Allenby Capital Limited is acting solely as broker and bookrunner
exclusively for the Company and no one else in connection with the Placing and
the contents of this Announcement and will not regard any other person
(whether or not a recipient of this Announcement) as its client in relation to
the Placing or the contents of this Announcement nor will it be responsible to
anyone other than the Company for providing the protections afforded to its
clients or for providing advice in relation to the contents of this
Announcement. Apart from the responsibilities and liabilities, if any, which
may be imposed on Allenby Capital Limited by FSMA or the regulatory regime
established thereunder, Allenby Capital Limited accepts no responsibility
whatsoever, and makes no representation or warranty, express or implied, for
the Placing or the contents of this Announcement including its accuracy,
completeness or verification or for any other statement made or purported to
be made by it, or on behalf of it, the Company or any other person, in
connection with the Company and the contents of this Announcement, whether as
to the past or the future. Allenby Capital Limited accordingly disclaims all
and any liability whatsoever, whether arising in tort, contract or otherwise
(save as referred to above), which it might otherwise have in respect of the
contents of this Announcement or any such statement.

 

 

 

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