The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the UK version of the EU Market Abuse Regulation (2014/596) which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended and supplemented from time to time.

Huddled Group plc
("Huddled", the "Company" or the "Group")

Share Subscription and Retail Offer

Huddled Group plc (AIM: HUD), the circular economy e-commerce group, is today pleased to announce that it has received firm commitments totalling £1,244,000 through a subscription of 311,000,000 new Ordinary Shares¹ (the "Subscription Shares") at a price of 0.4 pence per share (together, the "Subscription").

Executive Chairman, Martin Higginson, is subscribing for £175,000 of new Ordinary Shares through his family investment company, M Capital Investment Partners Limited. The Company is also pleased to confirm a retail offer via RetailBook (the "RetailBook Offer"), open to existing shareholders on identical terms, for up to £100,000 - allowing the Company's loyal shareholder base to participate alongside the Company's management and institutional investors.

A separate announcement containing full details of the RetailBook Offer will follow shortly. The RetailBook Offer is expected to complete on 1 July 2026.

Use of Proceeds

Huddled has spent the past 6 months systematically improving the foundations of the business - improving unit economics, establishing next-day delivery as standard, and earning an 'Excellent' Trustpilot rating across a combined total of over 35,000 reviews. The business is now poised to enter this next phase in a strong operational position.

This fund raise is designed to unlock the commercial potential that the Board believes is now firmly within reach. Specifically, the proceeds will be deployed to:

·      Broaden and deepen the Group's stock position - a wider, more varied surplus product range is proven to drive both conversion rates and Average Order Value (AOV);

·      Accelerate marketing activity, including TV and radio campaigns, to acquire customers at volume - channels the Company has demonstrated strong capability in historically;

·      Strengthen working capital, providing the runway and flexibility to scale with confidence.

The Directors believe that the funds raised are sufficient to enable the Group to become operationally cash flow positive.

Issue of the Subscription shares, Admission and Total Voting Rights

A proportion of the Subscription shares, amounting to 42,872,714 have been issued and allotted using existing authorities granted to the Directors at the Company's General Meeting held on 11 March 2026 (the "Firm Shares"). Additionally, a proportion of the Subscription Shares amounting to 43,405,571 are to be issued and allotted using the authorities sought to be granted at the Company's Annual General Meeting to be held today (the "AGM Conditional Shares"). A further announcement will be made upon completion and successful passing of resolutions at the Annual General Meeting.

Application has been made for both the Firm Shares and the AGM Conditional Shares to be admitted to trading on AIM ("Admission"), with Admission expected on or around 1 July 2026. Upon Admission, the Firm Shares and the AGM Conditional Shares will rank pari passu in all respects with the existing Ordinary Shares.

Following Admission of the Firm Shares and AGM Conditional Shares, the total number of Ordinary Shares and voting rights in the Company will be 520,334,002. The Company holds no shares in treasury. This figure may be used by shareholders as the denominator for calculating whether they are required to notify their interest under the FCA's Disclosure and Transparency Rules.

The Company will convene a General Meeting to seek shareholder approval for the issuance of the remaining 224,721,715 Subscription Shares, and the RetailBook Offer shares, up to 25,000,000, totalling up to 249,721,715 (together, the "GM Conditional Shares"). Further details will be announced in due course.           

Following Admission of the Firm Shares and AGM Shares, and inclusive of indirect holdings, Martin Higginson will hold 15.34% of the Ordinary Shares in the Company. The Concert Party holding will be 41.83% of the Ordinary Shares in the Company.

¹ Ordinary shares of 0.040108663 pence each in the Company ("Ordinary Shares")

Related Party Transactions

Martin Higginson's participation in the Subscription, as director of the Company, constitutes a related party transaction under the AIM Rules.

The directors of the Company (excluding Martin Higginson), having consulted with Zeus Capital Limited, the Company's nominated adviser, consider that his participation in the Subscription is fair and reasonable insofar as the Company's shareholders are concerned.

Martin Higginson, Executive Chairman of Huddled Group plc, commented:

"The business is in the best position it has been in. Next-day delivery is now standard, and our Trustpilot rating of 'Excellent' across more than 35,000 reviews is a testament to the changes we've implemented. We know from last year that we can acquire customers at scale - we've proven it. We also know that a broader product range drives both conversion and average order value - we've proven this too.

This capital will allow us to increase our compelling range of surplus products, which, combined with increased marketing across TV, Radio and digital media, will, we believe, result in stronger order volumes, higher AOV, and, with next-day delivery now embedded, materially better customer retention and lifetime values.

In addition, following early encouraging tests, we have decided to move decisively into live shopping across TikTok, WhatNot, and eBay Live. We will also continue to build our innovative marketplace solution for surplus goods, allowing manufacturers and wholesalers, big and small, to turn surplus stock into cash effectively and efficiently.

This capital raise gives us the fuel to accelerate revenue growth and delivers a clear pathway to profitability."

A Business Update video will be available today at https://huddled.com/news-and-media/

Enquiries:

For further information please visit www.huddled.com/investors, or contact: