Subscription, Total Voting Rights & PDMR Dealings

The information communicated within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) NO. 596/2014. It forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement, this information is considered to be in the public domain.

29 October 2026

Candessa AI plc

("Candessa AI" or the "Company")

Equity Subscription, Total Voting Rights and PDMR Dealings

On 21 October 2026, Candessa AI plc (AIM:CAS), a leading provider of AI-led infrastructure and machine learning solutions, announced that it has access to AI investment opportunities where Candessa AI could provide its expertise, as well as further investment into digital assets and that the Board had received an expression of interest from Richard Bernstein, Chief Executive, to invest up to £600,000 in equity at a premium to the prevailing share price to fund such opportunities.

Currently, the Board has resolved to accept £350,000 of equity funding from Richard Bernstein at a price of 9 pence per share.  Richard Bernstein has confirmed that he remains interested in investing an additional £250,000. This equity investment constitutes a related party transaction under AIM Rule 13.  The directors of the Company excluding Richard Bernstein, having consulted with the Company’s Nominated Adviser, deem the terms to be fair and reasonable.

Richard Bernstein will now subscribe for 3,888,889 new ordinary shares at 9p per share (the "Subscription"). This subscription price represents a premium of 2.9% to the closing share price of 8.75 pence on 28 October 2026. Following the Subscription, Richard Bernstein's beneficial interest in the Company will total 28,505,556 ordinary shares, which represents 21.22% of Candessa AI's enlarged total voting rights.

Further Equity Subscription

Additionally, Candessa AI is pleased to announce that it has raised £50,000 pursuant to an equity subscription for 555,556 new ordinary shares of 1 pence each in the Company ("Ordinary Shares") from an existing high-net-worth shareholder (the "Additional Subscription"). The Additional Subscription price is 9 pence per Ordinary Share, representing a premium of 2.9% to the closing share price of 8.75 pence on 28 October 2026.

Both the Subscription and the Additional Subscription are being conducted pursuant to the existing authorities granted to the Directors of the Company at its Annual General Meeting on 14 October 2026.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for admission of 4,444,445 Ordinary Shares to trading on AIM ("Admission"). Admission is expected to become effective, and dealings in the Subscription Shares are anticipated to commence on or around 6 November 2026.

Following Admission, the issued share capital and total voting rights of the Company will be 134,323,324. Shareholders may use this figure as the denominator to 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.

Richard Bernstein, Chief Executive of Candessa AI, commented:

"I’m pleased to have the opportunity to increase my shareholding in the Company at this time to enable it to capitalise on its AI investment opportunities."

For further information, please visit www.candessa.com or contact:  

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them: