Posting of Circular and Notice of General Meeting

Reabold Resources PLC

10 April 2026

 

10 April 2026

Reabold Resources plc

("Reabold" or the "Company")

Subscription to raise £0.69 million

Proposed Consolidation

Posting of Circular and Notice of General Meeting

Further to the Company's announcement on 1 April 2026 (the "Launch Announcement"), Reabold, the investing company focused on developing strategic gas projects for European energy security, is pleased to announce that it has completed a conditional subscription to raise minimum gross proceeds of £686,800 (the "Subscription") by way of a subscription for 686,800,000 new ordinary shares of 0.1 pence each in the Company ("New Ordinary Shares") at 0.1 pence per share (the "Issue Price"). The Subscription includes £282,000 from certain Directors and persons closely associated with them ("PCAs"), as detailed below. Investors in the Subscription will also receive Warrants on the same terms as the Placing and Strategic Investment.

Capitalised terms used in this announcement (the "Announcement") have the meanings given to them in the Launch Announcement, unless the context provides otherwise.

In addition, the Company is in advanced discussions with other investors that have indicated their intention to also subscribe for new Ordinary Shares after the date of this announcement to raise additional gross proceeds of up to a maximum of £260,000. This amount includes a proposed further investment of £75,000 by Sachin Oza, Co-CEO of Reabold, following the expected liquidation of certain non-cash assets that could not be liquidated in time to participate further in the Subscription. Further announcements will follow in due course.

The Company has therefore conditionally raised minimum gross proceeds of approximately £4.1 million through the Subscription, the Placing and the Strategic Investment (together, the "Fundraise").

On completion of the Fundraise, the shareholdings in the Company of the participating directors and their PCAs will be as follows;

Director / Shareholder	Position	Number of Existing Ordinary Shares	New Ordinary Shares being subscribed for	Total Ordinary Shares on Admission	% of Enlarged Share Capital on Admission	Number of Warrants being granted
Sachin Oza	Co-CEO	298,720,2981	125,000,000	423,720,298	2.96	156,250,000
Stephen Williams	Co-CEO	178,211,0602	50,000,000	228,211,060	1.60	62,500,000
Mike Felton	NED	58,572,6053	35,000,000	93,572,605	0.65	43,750,000
Marcos Mozetic	NED	4,545,454	22,000,000	26,545,454	0.19	27,500,000
Krish Oza	PCA of Sachin Oza	-	40,000,000	40,000,000	0.28	50,000,000
Ishaan Oza	PCA of Sachin Oza	-	10,000,000	10,000,000	0.07	12,500,000
Notes: 1 This includes 13,554,242 Ordinary Shares held by Mr Oza's wife. 2 This includes 7,000,000 Ordinary Shares held by Mr Williams' wife. 3 All of these Ordinary Shares are held by Mr Felton's wife.

Proposed Consolidation

Following the Fundraising, the Company intends to consolidate its existing Ordinary Shares in order to reduce the total number of Ordinary Shares in issue, with each 1,000 existing Ordinary Shares held by a Shareholder to be consolidated (the "Consolidation") into one new Ordinary Share of £1.00 (the "Consolidated Shares"). While the number of Ordinary Shares in issue will change pursuant to the Consolidation, the proportion of the Company's issued ordinary share capital held by each Shareholder immediately before and after the Consolidation will remain unchanged (subject to the treatment of Fractional Entitlements, which is described in the Circular).

As a result of the Consolidation:

•           the nominal value of Ordinary Shares will change;

•           the number of Ordinary Shares held by each Shareholder will reduce by a factor of 1,000;

•           the market value of an Ordinary Share should increase by a factor of 1,000 (although the price of Ordinary Shares will continue to fluctuate);

•           the overall value of each Shareholder's existing holding of Ordinary Shares should remain approximately the same (although the value of an investment in Ordinary Shares will continue to fluctuate);

•           the exercise price of each Warrant will increase by a factor of 1,000; and

•           the number of Warrants held by each Warrant holder will reduce by a factor of 1,000.

In connection with the proposed Consolidation, the Company will adopt new articles of association (the "New Articles") to reflect the revised nominal value of the Consolidated Shares following the Consolidation. The New Articles will be substantially the same as the existing articles of association, save for amendments necessary to reflect the change in the nominal value of the Ordinary Shares arising from the Consolidation.

Following the Consolidation a new ISIN will be allocated to the Ordinary Shares and announced in due course. The Company's TIDM is unchanged (RBD.L).

Posting of Circular and Notice of General Meeting

The Fundraising and the Consolidation (including the adoption of the New Articles) are conditional, inter alia, upon the approval of Shareholders at a General Meeting which will be held at 10:30 a.m. on 27 April 2026 at the offices of Hill Dickinson LLP, The Broadgate Tower, 20 Primrose Street, London EC2A 2EW (the "General Meeting").

The Company confirms that it has today posted a Circular (containing a Notice of General Meeting) and form of proxy to Shareholders regarding the proposed Fundraising, Consolidation and the adoption of the New Articles.

The Circular will be available on the Company's website: www.reabold.com.

Timetable

The expected timetable of principal events is set out below:

Event	Expected time / date
Publication of the Circular	10 April 2026
Latest time and date for receipt of the Form of Proxy	10.30 a.m. on 23 April 2026
General Meeting	10.30 a.m. on 27 April 2026
Announcement of results of General Meeting	27 April 2026
Expected date of Admission and commencement of dealings in the shares to be issued pursuant to the Fundraise on AIM	28 April 2026
Expected date for CREST accounts to be credited with the New Ordinary Shares	8.00 a.m. on 28 April 2026
Record Date for the Consolidation	6.00 p.m. on 7 May 2026
Effective Date for the Consolidation	8 May 2026
Expected date for Consolidated Shares to be credited to CREST accounts	8 May 2026
Despatch of definitive share certificates in respect of Consolidated Shares	Within 10 Business Days of the Effective Date for the Consolidation
Notes: (1)   All times shown in this document are London times unless otherwise stated. The dates and times given are indicative only and are based on the Company's current expectations and may be subject to change. If any of the times and/or date above changes. The revised times and/or dates will be notified to Shareholders by announcement through the Regulatory News Service of London Stock Exchange PLC. (2)   If the General Meeting is adjourned, the latest time and date for receipt of forms of proxy for the adjourned meeting will be notified to Shareholders by announcement through the Regulatory News Service of London Stock Exchange PLC.

For further information, please contact:

Reabold Resources Plc Stephen Williams Sachin Oza	Via our Investor Hub https://reabold.com/
Cavendish - Nominated & Financial Adviser and Broker Neil McDonald Pearl Kellie	[phone]
Camarco Billy Clegg Rebecca Waterworth Sam Morris	[phone]

Subscribe to our news alert service: https://reabold.com/auth/signup

Notes to Editors

Reabold Resources PLC is a UK-based upstream oil and gas investment company focused on generating returns through investment in low-risk energy projects with high potential upside. Investment activity is undertaken through strategic equity stakes in proven undeveloped gas discoveries with significant resources and near-term production potential, primarily across the UK and continental Europe. To support its investment strategy, Reabold balances proceeds from asset sales between shareholder returns and re-investment in new projects, with a focus on contributing to European energy security while achieving significant valuation uplift through clear monetisation pathways.

PDMR Notifications

The below notifications are made in accordance with the Article 19 of the Market Abuse Regulation (EU) 596/2014, as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended.

1.   Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Sachin Oza
2.   Reason for notification
b)	Position / status	Co-CEO
c)	Initial notification / amendment	Initial Notification
3.   Details of the issuer or emission allowance market participant
a)	Name	Reabold Resources PLC
b)	LEI	2138006DR8T8XE87OC49
4.   Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary Shares of 0.1p each GB00B95L0551
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume (s)	Price (s) Volume (s) 0.1p 125,000,000
d)	Aggregated information ·      Volume ·      Price ·      Total	N/A
e)	Date of the transaction	8 April 2026
f)	Place of the transaction	London Stock Exchange, AIM

1.   Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Krish Oza
2.   Reason for notification
b)	Position / status	PCA of Sachin Oza
c)	Initial notification / amendment	Initial Notification
3.   Details of the issuer or emission allowance market participant
a)	Name	Reabold Resources PLC
b)	LEI	2138006DR8T8XE87OC49
4.   Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary Shares of 0.1p each GB00B95L0551
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume (s)	Price (s) Volume (s) 0.1p 40,000,000
d)	Aggregated information ·      Volume ·      Price ·      Total	N/A
e)	Date of the transaction	8 April 2026
f)	Place of the transaction	London Stock Exchange, AIM

1.   Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Ishaan Oza
2.   Reason for notification
b)	Position / status	PCA of Sachin Oza
c)	Initial notification / amendment	Initial Notification
3.   Details of the issuer or emission allowance market participant
a)	Name	Reabold Resources PLC
b)	LEI	2138006DR8T8XE87OC49
4.   Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary Shares of 0.1p each GB00B95L0551
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume (s)	Price (s) Volume (s) 0.1p 10,000,000
d)	Aggregated information ·      Volume ·      Price ·      Total	N/A
e)	Date of the transaction	8 April 2026
f)	Place of the transaction	London Stock Exchange, AIM

1.   Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Stephen Williams
2.   Reason for notification
b)	Position / status	Co-CEO
c)	Initial notification / amendment	Initial Notification
3.   Details of the issuer or emission allowance market participant
a)	Name	Reabold Resources PLC
b)	LEI	2138006DR8T8XE87OC49
4.   Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary Shares of 0.1p each GB00B95L0551
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume (s)	Price (s) Volume (s) 0.1p 50,000,000
d)	Aggregated information ·      Volume ·      Price ·      Total	N/A
e)	Date of the transaction	8 April 2026
f)	Place of the transaction	London Stock Exchange, AIM

1.   Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Alison Felton
2.   Reason for notification
b)	Position / status	Notification concerns a PCA of Michael Felton (Non-executive Director)
c)	Initial notification / amendment	Initial Notification
3.   Details of the issuer or emission allowance market participant
a)	Name	Reabold Resources PLC
b)	LEI	2138006DR8T8XE87OC49
4.   Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary Shares of 0.1p each GB00B95L0551
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume (s)	Price (s) Volume (s) 0.1p 35,000,000
d)	Aggregated information ·      Volume ·      Price ·      Total	N/A
e)	Date of the transaction	8 April 2026
f)	Place of the transaction	London Stock Exchange, AIM

1.   Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Marcos Mozetic
2.   Reason for notification
b)	Position / status	Non-Executive Director
c)	Initial notification / amendment	Initial Notification
3.   Details of the issuer or emission allowance market participant
a)	Name	Reabold Resources PLC
b)	LEI	2138006DR8T8XE87OC49
4.   Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary Shares of 0.1p each GB00B95L0551
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume (s)	Price (s) Volume (s) 0.1p 22,000,000
d)	Aggregated information ·      Volume ·      Price ·      Total	N/A
e)	Date of the transaction	8 April 2026
f)	Place of the transaction	London Stock Exchange, AIM

 

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