Oversubscribed Retail Offer, Notice of GM & TVR

CAP-XX Limited

04 August 2026

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 (WHICH FORMS PART OF DOMESTIC UK LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR")).

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN ANY JURISDICTION WHERE, OR TO ANY OTHER PERSON TO WHOM, TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION.

THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF CAP-XX LIMITED.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, CANADA, JAPAN, 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.

4 August 2026

CAP-XX Limited

("CAP-XX" or the "Company")

Oversubscribed Result of Retail Offer

Notice of General Meeting and posting of Circular

Total Voting Rights

CAP-XX (AIM: CPX), a world leader in the design and manufacture of thin, prismatic supercapacitors and energy management systems, announced on 30 July 2026 the launch of a Fundraising comprising a Placing and Subscription in conjunction with a Retail Offer.

The Company is pleased to announce that the Retail Offer, which was oversubscribed, successfully completed and closed at 5.00 p.m. on 3 August 2026 and that CAP-XX has conditionally raised gross proceeds of £0.1 million in the Retail Offer through the issue of 66,666,666 new Ordinary Shares at the Issue Price of 0.15 pence per share. Following the close of the Retail Offer, the Company has therefore conditionally raised aggregate gross proceeds of approximately £2.3 million at the Issue Price via the Fundraising.

First Admission took place at 8.00 a.m. on 3 August 2026 when 869,599,016 New Ordinary Shares were admitted to trading on AIM. The Company will therefore be required to issue and allot 663,733,350 Second Fundraising Shares to satisfy the balance of the Fundraising, which is conditional upon (amongst other things) the Resolution being duly passed without amendment at the General Meeting and Second Admission becoming effective at 8.00 a.m. on 3 September 2026 (or such later date as the Company and Allenby Capital may agree, but not later than 8.00 a.m. on 30 September 2026).

Notice of General Meeting and posting of Circular

The Circular, which contains the Notice of General Meeting in respect of the Fundraise, is expected to be posted to Shareholders today 4 August 2026 and will also be available on the Company's website www.cap-xx.com.

The General Meeting will be held virtually at 5.00 p.m. AEST, 8.00 a.m. BST on 26 August 2026.

The Second Admission is conditional, inter alia, on the passing of the Resolution by Shareholders at the General Meeting.

Should the Resolution to approve the issue of the Second Fundraising Shares and the Director Fee Shares not be passed at the General Meeting, the Second Admission will not proceed.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for the (in aggregate) 663,733,350 Second Fundraising Shares, as well as the 93,333,313 Director Fee Shares, to be admitted to trading on AIM. Second Admission is expected to take place and dealings in those New Ordinary Shares are expected to commence at 8.00 a.m. on 3 September 2026, at which time it is also expected that those New Ordinary Shares will be enabled for settlement in CREST. The New Ordinary Shares will rank pari passu with the existing Ordinary Shares.

Immediately following Second Admission, the issued share capital of the Company is expected to comprise 7,423,992,457 Ordinary Shares. Each Ordinary Share has one voting right and no Ordinary Shares are held in treasury. From Second Admission, this figure may be used by Shareholders as the denominator for the calculation 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.

Capitalised terms used in this announcement shall, unless defined in this announcement or unless the context provides otherwise, have the meanings given to such terms in the Company's announcement of 30 July 2026 at 4.38 p.m. (the "Launch Announcement").

Enquiries:

CAP-XX Limited Graham Cooley (Chairman) Lars Stegmann (Chief Executive Officer)	[phone]
Retail Book Limited Nick Smith / James Deal	[e-mail]
Allenby Capital (Nominated Adviser and Sole Bookrunner) David Hart / David Asquith (Corporate Finance) Tony Quirke / Jos Pinnington (Sales and Corporate Broking)	[phone]

Notes:

References to times in this announcement are to London, United Kingdom time unless otherwise stated.

The times and dates mentioned throughout this announcement may be adjusted by the Company in which event the Company will make an appropriate announcement to a Regulatory Information Service giving details of any revised dates and the details of the new times and dates will be notified to London Stock Exchange plc (the "London Stock Exchange") and, where appropriate, Shareholders. Shareholders may not receive any further written communication.

IMPORTANT INFORMATION

This announcement has been prepared by, and is the sole responsibility of, the Company. None of Allenby, RetailBook or any of their respective 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. Allenby, RetailBook and their respective 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.

This announcement is not for release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States of America. This announcement is not an offer of securities for sale in or into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, 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.

This announcement and the information contained herein, is restricted and is not for publication, release or distribution, directly or indirectly, in whole or in part, in or into Australia, New Zealand, Canada, the Republic of South Africa, Japan, any member state of the EEA or any other jurisdiction in which such publication, release or distribution would be unlawful. Further, this announcement is for information purposes only and is not an offer of securities in any jurisdiction.

 

END