| ANNOUNCEMENT OF APPLICATION FOR ADMISSION TO THE AQUIS GROWTH MARKET |
| |
| APPLICANT NAME: |
| CEL AI PLC |
| APPLICANT REGISTERED OFFICE, PRINCIPLE PLACE OF BUSINESS (IF DIFFERENT) AND TELEPHONE NUMBER: |
| 9th Floor 16, Great Queen Street, London, England, WC2B 5DG |
| DIRECTORS AND PROPOSED DIRECTORS (IF APPLICABLE): |
| Olivia Edwards, Executive Chairperson Elliot Fielding, Chief Financial Officer Misha Sher, Non-Executive Director |
| APPLICANT SECTOR: |
| Information Technology |
| DESCRIPTION OF THE APPLICANT AND ITS ACTIVITIES: |
| CEL AI's strategy is to deploy its AI agents in a decentralised manner across blockchain networks. The Company’s operations generate cryptocurrency income in the form of TAO, which is subsequently converted into Bitcoin (BTC) as a long-term store of value and inflation hedge. This Bitcoin Treasury Reserve Strategy, aligns CEL AI with the growing cohort of public companies integrating digital assets into corporate treasury management. |
| NAME OF AQSE CORPORATE ADVISER: |
| First Sentinel Corporate Finance Limited |
| NUMBER, CLASS AND PAR VALUE OF SECURITIES TO BE ADMITTED: |
| 5,752,423,611 ordinary shares of £0.001 each |
| SECURITIES IN PUBLIC HANDS AS A PERCENTAGE OF THE TOTAL NUMBER OF SECURITIES IN ISSUE (excluding securities held in treasury): |
| 72.44% |
| SHAREHOLDERS HOLDING MORE THAN FIVE PER CENT OF THE APPLICANT’S SHARE CAPITAL OR VOTING RIGHTS PRE- AND POST-ADMISSION: |
| Shareholder | Shares Held | % of Shares Held | | OAK Securities Limited | 857,686,360 | 14.91 | | Olivia Edwards | 403,000,000 | 7.00 | | Marallo Pte Ltd (controlled by Michael Edwards) | 325,000,000 | 5.65 |
|
| TIMETABLE FOR ANY OFFER OF TRANSFERABLE SECURITIES TO THE PUBLIC: |
| N/A |
| THE EXPECTED ADMISSION DATE: |
| 1 September 2025 |
| WEBSITE ADDRESS WHERE INVESTOR INFORMATION WILL BE AVAILABLE FOR INSPECTION: |
| https://www.getcel.ai |
| In respect of a fast-track applicant, the following information should also be included: |
| NAME OF MARKET ON WHICH THE APPLICANT’S SECURITIES ARE CURRENTLY TRADED: |
| Main Market of London Stock Exchange ISIN: GB00BK964W87 |
| ARRANGEMENTS FOR THE SETTLEMENT OF TRANSACTIONS IN THE APPLICANT’S SECURITIES: |
| The ordinary shares are eligible for CREST settlement. No securities are held in treasury. There are no restrictions on the transfer of shares. |
| DETAILS OF ANY LOCK-IN ARRANGEMENTS: |
| The Company does not have any lock-in agreements in place. |
| DETAILS OF THE LEGAL OR REGULATORY REQUIREMENTS IN THE APPLICANT’S HOME COUNTRY REGARDING THE CONDUCT OF TAKEOVERS AND THE ACQUISITION OF SIGNIFICANT VOTING RIGHTS TO WHICH THE APPLICANT IS SUBJECT: |
| N/A |
| In respect of an update to a prior application announcement, the date of the original announcement should also be disclosed as follows: |
| UPDATE TO A PRIOR APPLICATION ANNOUNCEMENT RELEASED ON: |
| N/A |
