Corporate News

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO CONSTITUTE INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE EU MARKET ABUSE REGULATION (EU) NO 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 AS AMENDED ("UK MAR"). THE COMPANY IS SOLELY RESPONSIBLE FOR THE CONTENT OF THIS ANNOUNCEMENT. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

Haydale (AIM: HAYD), the advanced materials group, announces that conditional subscriptions for an aggregate 474,010,883 new ordinary shares of 0.01 pence each in the capital of the Company ("Ordinary Shares") have been made by a discrete number of long-term strategic investors including EIS recipients, the Company's existing key strategic investor Quidos Technologies Limited ("Quidos") (which is owned by the CEO, Simon Turek, and long-time strategic investor Nick Pritchard) and Gareth Kaminski-Cook, Non-Executive Chair, at an issue price of £0.0045 per new Ordinary Share ("Issue Price") (together the "Subscriptions"). The Company had interest in excess of the number of shares available.

The Issue Price represents a discount of 28.0 per cent. to the closing mid-market price on 25 June 2025, being the last practicable date prior to this announcement, and a premium of 21.0 per cent. to the Company's 30-day VWAP of £0.0037 and a premium of 239.6% per cent. to the price at which the Company completed its last placing in October 2024.

The Subscriptions, raising approximately £2.13 million in total, will be completed using the Company's existing authorities granted by shareholders at its last annual general meeting on 30 December 2024 and amount to 12.3 per cent. of Haydale's current issued share capital. The Subscriptions have been entered into on an expedited basis in light of the Company's commercial traction as outlined in the announcement of 12 June 2025 and to take advantage of the Company's existing HMRC tax clearance for the purposes of the EIS/VCT legislation which is due to expire on 30 June 2025. The Subscriptions are conditional on, inter alia, the admission of the new Ordinary Shares to trading on AIM, expected to occur on 27 June 2025 ("Admission").  The proceeds of the Subscriptions will be directed towards supporting growth of the Company.

Related Party Transactions

The following subscriptions amount to related party transactions under Rule 13 of the AIM rules:

• by Quidos (an 18.1% shareholder in the Company and in which Simon Turek, Chief Executive Officer of the Company, has a 49% indirect beneficial interest), by virtue of it being Simon Turek's Associate (within the meaning of the AIM Rules) and its status as a substantial shareholder in the Company;
• by Nicholas Pritchard who has a 51% indirect beneficial interest in Quidos and accordingly Quidos also constitutes his Associate (within the meaning of the AIM Rules);
• by Gareth Kaminski-Cook, Non-Executive Chair of the Company, by virtue of Gareth Kaminski-Cook's status as a Director of the Company.

The independent directors for the purposes of this opinion, being all directors save for Mr Turek, Mr Kaminski-Cook and Mr Nesbitt (by virtue of his association with Quidos Limited), having consulted with the Company's nominated adviser, Cavendish, consider that the terms of direct and indirect participations (as the case may be) in the Subscriptions by Quidos, Gareth Kaminski-Cook, Nicholas Pritchard and Simon Turek are fair and reasonable insofar as the Company's Shareholders are concerned.

Following completion of the Subscriptions the effective interests of the abovementioned parties will be:

 *including Mr Turek's 49% indirect interest in Quidos Technologies Limited

**including Mr Pritchard's indirect interests of 51% in Quidos Technologies Limited and 100% in Diversity Network Investments Limited

Further details relating to these PDMR dealings are set out below for the purposes of UK MAR.

Admission and Total Voting Rights

The new Ordinary Shares, when issued, will be fully paid and will rank pari passu in all respects with all existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid after the date of issue.

Application has been made to the London Stock Exchange for admission of the new Ordinary Shares to trading on AIM. It is expected that Admission will take place on or before 8.00 a.m. on 27 June 2025 and that dealings in the new Ordinary Shares on AIM will commence at the same time.

In accordance with the provisions of the Disclosure and Transparency Rules of the FCA, the Company confirms that, immediately following Admission, it expects its issued share capital will comprise 4,322,955,947 Ordinary Shares of 0.01 pence each. All Ordinary Shares shall have equal voting rights and, following the Subscriptions, none of the ordinary shares will be held in treasury. The total number of voting rights in the Company immediately following Admission will therefore be 4,322,955,947.

For further information:

Haydale Graphene Industries plc

Simon Turek, Chief Executive Officer                                                     Tel: +44 (0) 1269 842946

Gareth Kaminski-Cook, Non-Executive Chair

Patrick Carter, Chief Financial Officer

www.haydale.com                              

Cavendish Capital Markets Limited (Nominated Adviser & Broker)

Julian Blunt / Edward Whiley / Trisyia Jamaludin, Corporate Finance          Tel: +44 (0) 20 7220 0500

Andrew Burdis, ECM

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