Cloudbreak Regulatory News (CDL)

28 August 2025

Cloudbreak Discovery Plc

('Cloudbreak', or 'the Company')

Placing to raise £600,000

Cloudbreak Discovery Plc (LSE: CDL), a London Stock Exchange Main Market listed company, is pleased to announce that it has raised £600,000 (gross) at 0.475 pence per share, representing a 10% discount to the closing price on 27 August 2025, from one existing and two new strategic institutional investors including a US based investment fund specialising in mining.

Tom Evans, Cloudbreak's MD, commented: "I am delighted by the support provided by the strategic new and long term shareholders of the Company. This placing enables us to greatly accelerate the work programme planned at our recently announced increased acreage at Darlot West, and further, to crystallise some exciting opportunities the Company has already negotiated exclusivity on. I look forward to updating shareholders in the coming weeks "

Details of the £600,000 placing:

The Company has raised gross proceeds of £600,000 via a placing of 126,315,790 ordinary shares ("Placing Shares") at a placing price of 0.475 pence per share, from one existing and two new institutional investors. The funds raised will be used to accelerate the work program on the Darlot West Project and for general working capital. 

The Company does not currently have sufficient headroom to enable the admission of all the Placing Shares without the production of an FCA approved prospectus ("Prospectus"). It is therefore issuing 30,615,127 new ordinary shares ("New Shares") and is borrowing 95,700,663 ordinary shares ("Loan Shares ") from Crestmont Invest Inc ("Crestmont"), an existing long-standing shareholder of the Company,

The Company and Crestmont have entered into a stock lending agreement dated 27 August 2025 (the "Stock Lending Agreement") under which the Company is required to deliver new ordinary shares ("the Replacement Shares") equal to the number of Loan Shares to Crestmont by no later than 31 January 2026. The Company is working with its advisers to prepare a Prospectus following which the Replacement Shares will be issued and application will be made for them to be admitted to the Official List (Equity Shares (transition) category) and to trading on the Main Market of the London Stock Exchange

For the avoidance of doubt, the loan of the Loan Shares to the Company involves no cash consideration being paid to Crestmont and no interest is payable under the Stock Lending Agreement.

Application is being made for the New Shares to be admitted to the Official List (Equity Shares (transition) category) and to trading on the Main Market of the London Stock Exchange, which is expected to be on or around 5 September 2025. These shares will rank pari passu with the existing ordinary shares of the Company.

Following the issue of the New Shares, the Company's issued ordinary share capital shall consist of 1,403,690,759 Ordinary Shares. The figure of 1,403,690,758[ will represent the new total voting rights in the Company and should be used by shareholders as the denominator for the calculation by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's ("FCA") Disclosure Guidance & Transparency Rules.

The loan of the Loan Shares by Crestmont represents a Material Related Party transaction. The directors of the Company have approved the transaction as being fair and reasonable from the perspective of Cloudbreak and its shareholders.

This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).

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About Cloudbreak Discovery PLC

Cloudbreak Discovery PLC is a leading natural resource explorer and project generator. Cloudbreak is focused on mineral exploration and energy opportunities with the aim of bringing near-term cashflow and driving shareholder value.

Through its wholly owned but independently operated subsidiaries, the Company will develop its array of mineral assets, whilst continuing to generate new projects with a particular focus on commodities with high intrinsic value.

Cloudbreak's generative model across the mineral sector enables a multi-asset approach to investing. in the commodity cycle.

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