NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM THE UNITED STATES OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

03 June 2025

Sundae Bar Plc

('sundae_bar' or 'the Company')

Admission to AIM and First Day of Dealings

Sundae Bar Plc (AIM: SBAR), a company creating a marketplace for AI Agents, is pleased to announce the admission of its entire issued ordinary share capital to trading on the AIM market of the London Stock Exchange ("Admission"). Admission will take place and dealings in the Company's ordinary shares of 0.1p each ("Ordinary Shares") will commence at 08:00 a.m. today under the ticker "SBAR". The Company's ISIN is GB00BRXKJ754.

In conjunction with Admission, sundae_bar has raised gross proceeds of £2,000,000, through a placing of 25,000,000 new Ordinary Shares (the "Placing") at the price of 8 pence per share (the "Placing Price"). The Company has a total of 411,730,039 shares in issue.

Key Highlights

·    The AI market is booming, and according to Statista Market Insights, is estimated to grow to $826.7 billion by 2030 (CAGR of 27.67%), whilst the AI Agents market is expected to grow from £5.1 billion (2024) to $47.1 billion (2030). There is currently no dominant marketplace player for AI Agents.

·    The sundae_bar platform is intended to streamline the AI ecosystem by creating a unified marketplace, seamlessly connecting AI agents with businesses and individuals. The sundae_bar platform will empower developers with tools to build, scale and monetise agents, whilst giving end users a trusted space to discover and implement AI solutions, transforming how AI innovations reach the market.

·    To enable the development of its AI Agent marketplace, earlier this year the Company acquired Ora Technology Plc ("Ora" and the Company together with Ora, the "Group") to utilise its enterprise-grade marketplace infrastructure, which is intended to advance speed to market

·    The sundae_bar platform has been designed to address the growing demand for scalable, accessible AI solutions while simplifying the end-to-end process of bringing AI Agents to market.

·    AI agents are software systems or programs capable of autonomously performing tasks on behalf of a user or another system by designing its workflow and utilising available tools. 

·    The  Company intends to derive revenue via its subscription tiers, transaction fees and advertising and promotional fees. Initially, the Group will focus on the AI Agents (sellers) and consumers of AI agents (buyers) to create a network effect of growth. This structure is expected to allow the  Group to balance growth investments with operational sustainability.

·   sundae_bar has a skilled and varied team to develop, operate and maintain its software with experience in developing AI-powered products and/or management of public companies and capital markets.

Jill Kenney, Chief Executive Officer of Sundae Bar, commented: "Today's admission to AIM marks a major step in sundae_bar's growth journey, allowing us to accelerate the development and launch of our AI Agent marketplace platform, sundae_bar. The strong support we've received from investors reflects the growing recognition of the transformative role AI Agents will play in the future of businesses and individuals alike. Our platform has been designed to give developers the tools to scale and monetise their innovations while providing businesses and individuals with a trusted, streamlined way of accessing AI solutions.

"We're proud to welcome our new shareholders and are committed to delivering long-term value by scaling a platform that sits at the intersection of two major trends: AI innovation and marketplace infrastructure. As AI Agents become increasingly integral to enterprise and consumer applications, we are strategically positioned to lead this transformation, with the transparency and governance that comes from being a publicly listed company."

A copy of the Admission Document, this announcement and all information required pursuant to AIM Rule 26 are available at the Company's website: https://corporate.sundaebar.ai

For further information please contact:

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.

For more information, please visit: sundaebar.ai or corporate.sundaebar.ai

IMPORTANT NOTICES

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness.

This announcement is for information purposes only and does not constitute an offer to sell or issue or the solicitation of an offer to buy, acquire or subscribe for shares in the capital of the Company in Canada, Australia, Japan or the Republic of South Africa or any other jurisdiction where such offer or solicitation may be restricted, unlawful or unauthorised. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions. Subject to certain exemptions, the securities referred to herein may not be offered or sold in Canada, Australia, Japan, or the Republic of South Africa or to, or for the account or benefit of any national resident or citizen of Canada, Australia, Japan, or the Republic of South Africa.

This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration.  No public offering of securities is being made in the United States.

This announcement is addressed to and directed only at persons who are (a) persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2(e) of the EU Prospectus Regulation (Regulation (EU) No 2017/1129), or (b) persons in the United Kingdom who are "qualified investors" within the meaning of Article 2(e) of the UK Prospectus Regulation (Regulation (EU) No. 2017/1129, which is part of UK law by virtue of the European Union (Withdrawal) Act 2018) (the "UK Prospectus Regulation"), who (i) have professional experience in matters relating to investments and fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) are high net worth companies, unincorporated associations or partnerships or trustees of high value trusts as described in article 49(2) of the Order, or (c) persons to whom it may otherwise be lawful to communicate it (all such persons together being referenced to as "relevant persons"). Any investment in connection with the Placing will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

Potential investors should not base their financial decision on this announcement. Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested. Persons considering making investments should consult an authorised person specialising in advising on such investments. The value of the Ordinary Shares can decrease as well as increase.

This announcement contains statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond the Group's control and all of which are based on the Directors' current beliefs and expectations about future events. In some cases, these forward-looking statements can be identified by the use of forward-looking terminology, including, without limitation, the terms "anticipates", "believes", "could", "envisages", "estimates", "expects", "intends", "may", "plans", "projects", "should", "will" or, in each case, their negative or other variations or comparable terminology. These forward-looking statements relate to matters that are not historical facts. They include statements regarding the intentions, beliefs and current expectations of the Company or the Directors concerning, amongst other things, the results of operations, financial condition, liquidity, prospects, growth and strategies of the Company and the industry in which the Group operates. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The actual results, performance or achievements of the Company or developments in the industry in which the Group operates may differ materially from the future results, performance or achievements or industry developments expressed or implied by the forward-looking statements contained in this announcement.

These forward-looking statements and other statements contained in this announcement regarding matters that are not historical facts involve predictions. No assurance can be given that such future results will be achieved; actual events or results may differ materially as a result of risks and uncertainties facing the Group. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed or implied in such forward-looking statements.

Each of the Company, Beaumont Cornish and Clear Capital, and their respective affiliates, expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statements contained in this announcement and disclaims any obligation to update its view of any risks or uncertainties described herein or to publicly announce the results of any revisions to the forward-looking statements made in this announcement, whether as a result of new information, future developments or otherwise, except as required by law.

Nothing contained herein constitutes or should be construed as (i) investment, tax, financial, accounting or legal advice, (ii) a representation that any investment or strategy is suitable or appropriate to your individual circumstances or (iii) a personal recommendation to you.

For the avoidance of doubt, the contents of the Group's website, or any website directly or indirectly linked to the Group's website, are not incorporated by reference into, and do not form part of, this announcement.