The information contained within this announcement is deemed by the Company to constitute inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

16 June 2025

Vault Ventures PLC

("Vault" or the "Company")

Closing of over-subscribed placing raising gross proceeds of £1m and proposed deployment of capital into Ethereum focused treasury

Further to the announcement of 14 May 2025 updating the market of the Company's new treasury function (the "Treasury"), the board are pleased to provide the following material updates:

• The directors' have established a treasury function with a principal focus on Ethereum ("ETH") in support of the Company's operating business;
• The Company has appointed Fortified Securities as its retained broker alongside Shard Capital Partners and further engaged Capital Plus Partners (together with Fortified Securities and Shard Capital, the "Brokers") to successfully raise £1,000,000 in an over-subscribed equity placing (the "Placing"); 
• The proceeds of the Placing will be allocated with no less than  50% and up to 75% deployed into ETH within the Treasury with the remainder designated for immediate working capital needs and strategic marketing initiatives.

The Treasury and ETH

Vault is pleased to announce that the Treasury will principally manage  ETH holdings. ETH is one of the 2 cryptocurrencies recognised by the FCA and LSE as suitably mature and stable for institutional and market use. ETH is one of the most  liquid asset classes in the world with a market capitalization second only to Bitcoin ("BTC") as at the time of this announcement.

The board considers ETH a strategically aligned treasury asset based on the following factors:

1. ETH is highly liquid and mature, supporting financial flexibility. It enables efficient treasury management through institutional-grade custody and secure holdings.    
2. ETH operates under a proof-of-stake model, supporting treasury optimisation within the company's financial framework. The Company leverages ETH's liquidity and staking mechanisms as part of its broader treasury approach, enhancing financial adaptability. 
3. The Company integrates ETH within its own internal financial systems as pary of its treasury operations, leveraging it to support its core operating business, reinforcing its position as a technology-driven entity. Several listed companies have incorporated BTC-focused treasury approaches; the Company prioirtises ETH for strategic treasury diversification. Market trends indicate growing institutional engagement with ETH, contributing to its broader adoption within treasury frameworks.
4. Institutional engagement with ETH continues to expand, reinforcing its role as a key asset in financial and technological ecosystems. The Company strategically aligns its treasury management with this evolving landscape to ensure sustainable operational efficiency.

Placing 

The Board are pleased that the Brokers have raised £1m from an over-subscribed equity placing to support operatonal expansion. The Placing was executed at 0.018p ( the "Placing Price") structured to align with the Company's financial planning strategy. Upon completion, 5,555,555,555 shares will be admitted, further strengthening the Company's market presence.

Given their confidence in the management of the Company and its plans, the Brokers have elected to take part or all of their cash commission in equity resulting in an additional 321,027,778 shares being issued.

Post-placement, the total issued share capital on Aquis will be 10,546,440,477 supporting long term strategic initiatives.

As part of the placement structure, 266,666,667 warrants will be issued to brokers, exercisable at a 25% premium to the Placing price over a 36 month term.

The Company is focused on controlling fixed costs and remuneration packages for directors and advisory members. In light of such capital conscious governance, the directors have agreed to limit their salaries to allow more of the funds raised to be applied to the company's objectives. In addition, for advisory members, the directors have adopted a share option scheme with longer-term incentive goals in line with market accepted practices.

The board recognises that significant value can be created by a strong advisory team including Jonathan Bixby, Blair Fisher and Asim Sarwar (each an "Advisor" and together the "Advisers") who will assist the Company with investor access, investor relations, treasury optimisation and yield management. Each of the Advisers will enter into 2 year consultancy service agreements (the "Consultancy Agreements"). Each of the Advisors enable the Company to have access to experienced investors in digital assets and retains a long-term interest in the cryptocurrency sector.

The Consultancy Agreements incur no initial cash costs and define both the services to be delivered by the Advisers and the standards of such services (including reasonable time and skill). In consideration of the Consultancy Services it is intended that Advisers will be granted nil cost warrants ("Adviser Warrants") over a total number of shares amounting to a value of £350,000 divided by the Placing Price.  It is intended that these Warrants will vest as follows:

• 1/3 on the earlier of (i) 6 months and (ii) when the share price reaches two times the Placing Price;
• 1/3 on the earlier of (i) 12 months and (ii) when the share price reaches four times the Placing Price;
• 1/3 on the earlier of (i) 18 months and (ii) when the share price reaches five times the Placing Price.

Brian Stockbridge, Non-Executive Chairman stated:

"The board is delighted by the vote of confidence demonstrated by investors in the Placing. The board took the decision to scale-back the Placing to ensure that the Company had sufficient funds to execute its business strategy and retain the necessary working capital in the treasury function. Ethereum has been integrated into Vault's treasury function as a strategically aligned asset class, supporting financial resiliance and operatonal flexibility. ETH's liquidity characteristics strengthen Vault's treasury framework, enhancing financial stability and adaptability within evolving markets. The board continues to be focused on reducing and managing direct costs to best align shareholders with the operations of the business of Vault and we are delighted to have assembled an experienced set of crypto investors to join as the Advisors. We thank the investors for the confidence they have placed in us and we look forward to updating the market as Vault continues onwards with its mission statement."

For more information, please visit the Company's website at: https://vaultplc.com/ 

The Directors of the Company take responsibility for this announcement.