Built Cybernetics: Result of Retail Offer and Restoration of Trading

Built Cybernetics PLC

13 October 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.

13 October 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 Company’s announcement at 7.30 a.m. on 8 October 2026 (the “Launch Announcement”) and other announcements made on 8 October 2026, the result of its Retail Offer via the Winterflood Retail Access Platform (“WRAP”).

The Company announces that it has raised aggregate gross proceeds of £130,115 pursuant to the Retail Offer. Accordingly, the Company will issue a total of 8,674,384 Retail Offer Shares at the Issue Price of 1.5 pence per share pursuant to the Retail Offer.

In total, the Company has therefore conditionally raised a total of approximately £3.07 million via its Fundraising, being approximately £2.3 million pursuant to the Placing, approximately £0.1 million pursuant to the Subscription of Subscription Shares, £0.5 million pursuant to the CLAs and £130,115 pursuant to the Retail Offer.

The issue of the Retail Offer 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 pre-emptive basis) to be put to shareholders of the Company at the General Meeting of the Company which is expected to be held at noon on 2 November 2026 at the offices of the Company, 10 Bonhill Street, London EC2A 4PE, whereby such authority will be utilised by the Directors to, inter alia, enable the issue of the Retail Offer Shares. The issue of the Retail Offer Shares will also be conditional on Admission.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for a total of 410,345,443 New Ordinary Shares, comprising the Consideration Shares, the Note Satisfaction Shares, the Loan Assignment Shares, the Ecolibrium Management Shares, the Placing Shares, the Subscription Shares, and the Retail Offer Shares to be admitted to trading on AIM.

It is expected that Admission will become effective and dealings in the New Ordinary Shares will commence at 8.00 a.m. on 4 November 2026, conditional upon, inter alia, the passing of the Resolutions, Completion and satisfaction of the conditions of the Placing.

Upon Admission, the Company's issued ordinary share capital will consist of 809,039,665 Ordinary Shares with one voting right each. The Company does not hold any Ordinary Shares in treasury. Therefore, from Admission the total number of Ordinary Shares and voting rights in the Company will be 809,039,665. With effect from 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.

Capital Access Window

As detailed in the Launch Announcement, the Company entered a Capital Access Window at 7.30 a.m. BST on 28 September 2026, in order to reach a broader range of investors during the Fundraising. Following the close of the Retail Offer, it is intended that normal trading in the Company's existing Ordinary Shares will resume at 7.30 a.m. on 13 October 2026.

Unless otherwise defined in this announcement, capitalised terms have the meanings given to them in the circular expected to be published by the Company and sent to the Shareholders on or around the date of this announcement (the “Circular”).

For Further Information:

Further information on the Company can be found on its website at 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.

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.

The Retail Offer Shares have not been and will not be registered under the US Securities Act of 1933, as amended (the “US Securities Act”) or under the applicable state securities laws of the United States and may not be offered or sold directly or indirectly in or into the United States. No public offering of the Retail Offer Shares is being made in the United States. The Retail Offer Shares are being offered and sold outside the United States in “offshore transactions”, as defined in, and in compliance with, Regulation S under the US Securities Act (“Regulation S”) to non-US persons (within the meaning of Regulation S). In addition, the Company has not been, and will not be, registered under the US Investment Company Act of 1940, as amended.

This announcement does not constitute an offer to sell or issue or a solicitation of an offer to buy or subscribe for Retail Offer Shares in the United States, Australia, Canada, New Zealand, Japan, the Republic of South Africa, any member state of the EEA or any other jurisdiction in which such offer or solicitation is or may be unlawful. No public offer of the securities referred to herein is being made 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.

The 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.

WRAP is a proprietary technology platform owned and operated by Marex Financial (“MF”). MF is incorporated under the laws of England and Wales (company no. 5613061, LEI no. 5493003EETVWYSIJ5A20 and VAT registration no. GB 872 8106 13) and is authorised and regulated by the Financial Conduct Authority (FCA registration number 442767). MF’s registered address is at 155 Bishopsgate, London, EC2M 3TQ. MF 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 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 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 are 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 Retail Offer Shares to be issued or sold pursuant to the Retail Offer will not be admitted to trading on any stock exchange other than the London Stock Exchange.

It is further noted that the Retail Offer is 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 joint 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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