Proposed Placing

The Company announces it is carrying out a placing (the "Placing") to raise approximately £1.1 million, before expenses, by way of the issue of approximately 280,000,000 new ordinary shares in the capital of the Company (the "Placing Shares") to certain existing shareholders and other investors at a price of 0.4 pence per share (the "Placing Price"). The Placing Price represents a discount of approximately 14.9 per cent. to the Closing Price of 0.47 pence per Ordinary Share on 15 January 2024, being the latest practicable date prior to the publication of this Announcement. The Placing is to take place in two separate tranches, with the initial 150,145,715 Placing Shares (the "First Placing Shares") being issued pursuant to the Company's existing shareholder authorities and any further Placing Shares (the "Second Placing Shares"), only being issued following the passing of the Resolutions at the General Meeting.

The following sets out the background to, and the reasons for, the Placing and explains why the Directors consider the Placing to be in the best interests of the Company and its Shareholders as a whole.

Background

Bluejay, through its wholly owned subsidiary Disko Exploration Ltd., signed a definitive joint venture agreement with KoBold Metals in June 2022 to guide exploration for new deposits rich in the critical materials required for the green energy transition and electric vehicles (the Disko-Nuussuaq nickel-copper-cobalt-PGE Project).

Disko Exploration Ltd holds two additional projects in Greenland - the 692 sq km Kangerluarsuk zinc-lead- silver project, where historical work has recovered grades of up to 45.4% zinc, 9.3% lead and 596 g/t silver; and the 920 sq km Thunderstone project which has the potential to host large-scale base metal and gold deposits. Bluejay also owns 100% of the fully permitted Dundas Ilmenite Project through its subsidiary Dundas Titanium A/S in northwest Greenland for which it will seek strategic alternatives.

In December 2023, the Company announced the appointment of a new Managing Director, Eric Sondergaard and three new non-executive directors, Rod McIllree, Harry Ansell and Tory Whittaker. This new board are looking to implement a new strategy that will focus solely around developing the Disko magmatic sulphide project in Greenland. Accordingly, the Board will use the net proceeds from the Placing to develop the Disko magmatic massive sulphide project in Greenland and as otherwise stated below.

Use of Proceeds

The Company is seeking to raise approximately £1.1 million for the following uses:

• Field activities and travel
• Legal and administrative costs
• Project divestment activities
• Regulatory and licensing costs and
• for general corporate and working capital purposes.

Placing Details

• Placing of new Ordinary Shares to raise approximately £1.1 million (before expenses).
• Placing to be conducted via an accelerated bookbuild process launching today.
• The First Placing Shares are being issued pursuant to the Company's existing shareholder authorities, whereas the issue of the Second Placing Shares is conditional (amongst other things) upon the passing of the Resolutions at the General Meeting.
• The Placing Shares, assuming full take-up of the Placing, will represent approximately 19 per cent. of the Enlarged Share Capital.

The Placing

The Placing is being conducted by WH Ireland as broker in relation to the Placing ("WHI"). A placing agreement has been entered into between the Company and WHI in connection with the Placing (the "Placing Agreement").

Rod McIllree, Troy Whitaker, Eric Sondergaard and Mike Hutchinson, as directors of the Company, have indicated their intention to participate in the Placing, by subscribing for Second Placing Shares.

The Placing is not being underwritten.

The allotment and issue of the First Placing Shares is conditional, inter alia, upon:

• First Admission becoming effective by no later than 8.00 a.m. on 30 January 2024 (or such other time and/or date, being no later than 8.00 a.m. on 29 February 2024, as WHI and the Company may agree);
• the conditions in the Placing Agreement in respect of the First Placing Shares being satisfied or (if applicable) waived; and
• the Placing Agreement not having been terminated in accordance with its terms prior to First Admission.

Accordingly, if any of such conditions are not satisfied or, if applicable, waived, neither tranches of the Placing will proceed.

The allotment and issue of the Second Placing Shares is conditional, inter alia, upon:

• the passing, without amendment, of the Resolutions, at the General Meeting;
• Second Admission becoming effective by no later than 8.00 a.m. on 6 February 2024 (or such other time and/or date, being no later than 8.00 a.m. on 29 February 2024, as WHI and the Company may agree);
• the conditions in the Placing Agreement being satisfied or (if applicable) waived; and
• the Placing Agreement not having been terminated in accordance with its terms prior to Second Admission.

Accordingly, if any of such conditions are not satisfied or, if applicable, waived, the placing of the Second Placing Shares will not proceed. However, this will not affect the allotment and issue of the First Placing Shares in the event that First Admission has occurred.

The Placing Shares will be credited as fully paid and will rank pari passu in all respects with the existing Ordinary Shares then in issue, including the right to receive all future distributions, declared, paid or made in respect of the Ordinary Shares from the date of First Admission, in the case of the First Placing Shares, and from the date of Second Admission, in the case of the Second Placing Shares. Assuming full take up of the Placing, the Placing Shares will represent approximately 19 per cent. of the Enlarged Share Capital.

Subject to satisfaction of the relevant conditions, it is expected that First Admission will become effective, and dealing in the First Placing Shares will commence, at 8.00 a.m. (London time) on or around 30 January 2024 and that Second Admission will become effective, and dealing in the Second Placing Shares will commence, at 8.00 a.m. (London time) on or around 6 February 2024.

WHI has the right to terminate the Placing Agreement in certain circumstances prior to Admission, including (but not limited to): in the event that any of the warranties set out in the Placing Agreement are not true and accurate when given or the Company fails to comply with any of its obligations prior to either Admission. WHI may also terminate the Placing Agreement if there has been a material adverse change in national or international financial, political, economic, monetary or stock market conditions (primary or secondary) or an imposition of or compliance with any law or governmental or regulatory order, rule, regulation, restriction or direction which, in the opinion of WHI, makes it impractical or inadvisable to proceed with the Placing or either Admission. If this termination right is exercised, or if the conditionality in the Placing Agreement is not satisfied, the Placing, or the relevant tranche of it (as the case may be) will not proceed.

The timing of the closure of the Bookbuild, the number of Placing Shares and the allocation of the Placing Shares between Placees and as between the two tranches of the Placing is to be determined at the discretion of the Company and WHI.

A further announcement will be made following the closure of the Bookbuild, confirming the results of the Placing and a circular convening the General Meeting to consider the Resolutions is expected to be despatched shortly thereafter.

Additional Share Issue

As part of the resolutions to be proposed at the General Meeting, the Directors of the Company will also be seeking additional general shareholder authorities, part of which will be used for the allotment and issue of 10,178,810 new Ordinary Shares to previous directors of the Company, as part of their settlement arrangements (the "Settlement Shares"). The Settlement Shares are to be issued at a price of 0.71p per share.

APPENDIX I

Expected Timetable of Principal Events

*conditional on the passing of the Resolutions at the General Meeting and the Placing Agreement otherwise having become unconditional and not having been terminated in accordance with its terms.

APPENDIX II

Definitions

APPENDIX III

Information to Distributors

These terms and conditions apply to persons making an offer to acquire Placing Shares and should be read in their entirety. Each Placee hereby agrees with WHI and the Company to be bound by these terms and conditions. A Placee shall, without limitation, become so bound if WHI confirms to such Placee its allocation of First Placing Shares and/or Second Placing Shares.

Details of the Placing Agreement and the Placing Shares

The Placing Shares will, when issued, be subject to the Articles, will be credited as fully paid and rank pari passu in all respects with the existing Ordinary Shares, including the right to receive all dividends and other distributions (if any) declared, made or paid on or in respect of Ordinary Shares after the date of issue of the First Placing Shares or (as the case may be) the Second Placing Shares.

Application for admission to trading on AIM

Application will be made to the London Stock Exchange for admission to trading on AIM of the First Placing Shares. It is expected that settlement of the First Placing Shares and First Admission will become effective at 8.00 a.m. on 30 January 2024 and that dealings in the First Placing Shares will commence at that time.

Application will be made to the London Stock Exchange for admission to trading on AIM of the Second Placing Shares. Subject (amongst other things) to the passing of the Resolutions, it is expected that settlement of the Second Placing Shares and Second Admission will become effective at 8.00 a.m. on or around 6 February 2024 and that dealings in the Second Placing Shares will commence at that time.

Placing

The principal terms of the Placing are as follows:

• WHI is arranging the Placing as agent for, and broker of, the Company.
• Allocations of the Placing Shares to Placees and as between the tranches of the Placing will be determined by WHI, following consultation with the Company. Each Placee's allocation will be confirmed to Placees orally, or by email, by WHI following the close of the Placing and a trade confirmation or contract note will be dispatched as soon as possible thereafter. Oral or emailed confirmation from WHI will give rise to an irrevocable, legally binding commitment by that person (who at that point becomes a Placee), in favour of WHI and the Company, under which it agrees to acquire by subscription the number of First Placing Shares and/or Second Placing Shares allocated to it at the Placing Price and otherwise on the terms and subject to the conditions set out in this Appendix and in accordance with the Articles. Except with WHI's consent, such commitment will not be capable of variation or revocation.

Conditions of the Placing

WHI's obligations under the Placing Agreement are conditional on, inter alia:

• the delivery by the Company to WHI of certain documents required under the Placing Agreement;
• the Company having fully performed its obligations under the Placing Agreement to the extent that such obligations fall to be performed prior to First Admission and Second Admission, respectively;
• the issue and allotment of the First Placing Shares, conditional only upon First Admission;
• First Admission becoming effective by no later than 8.00 a.m. on 30 January 2024 or such other date and time as may be agreed between the Company and WHI, not being later than 8.00 a.m. on 29 February 2024 (the "Long Stop Date");
• in respect of the Second Placing Shares, the Resolutions having been duly passed at the General Meeting;
• the issue and allotment of the Second Placing Shares, conditional only upon Second Admission;
• Second Admission becoming effective by no later than 8.00 a.m. on 6 February 2024 or such other date and time as may be agreed between the Company and WHI, not being later than 8.00 a.m. on the Long Stop Date;
• the Placing Agreement not having been terminated by WHI in accordance with its terms.

If: (i) any of the conditions contained in the Placing Agreement, including those described above, are not fulfilled or (where applicable) waived by WHI by the respective time or date where specified (or such later time or date as WHI may notify to the Company, being not later than the Long Stop Date; (ii) any of such conditions becomes incapable of being fulfilled; or (iii) the Placing Agreement is terminated in the circumstances specified below, the Placing will not proceed and the Placees' rights and obligations hereunder in relation to the First Placing Shares and/or (as the case may be) the Second Placing Shares shall cease and terminate at such time and each Placee agrees that no claim can be made by the Placee in respect thereof.

Right to terminate the Placing Agreement

WHI is entitled, at any time before Second Admission, to terminate the Placing Agreement by giving notice to the Company in certain circumstances, including, inter alia:

• the Company has failed to comply with its material obligations under the Placing Agreement in the period prior to First Admission or Second Admission (as the case may be);

No Admission Document or Prospectus

Registration and Settlement

Following closure of the Placing, each Placee allocated Placing Shares in the Placing will be sent a trade confirmation or contract note in accordance with the standing arrangements in place with WHI, stating the number of First Placing Shares and/or Second Placing Shares allocated to it at the Placing Price, the aggregate amount owed by such Placee (in pounds sterling) and a form of confirmation in relation to settlement instructions.

Settlement of transactions in the Placing Shares (ISIN: GB00BFD3VF20) following Admission will take place within CREST provided that, subject to certain exceptions, WHI reserves the right to require settlement for, and delivery of, the Placing Shares (or a portion thereof) to Placees by such other means that it deems necessary if delivery or settlement is not possible or practicable within CREST within the timetable set out in this Announcement or would not be consistent with the regulatory requirements in any Placee's jurisdiction.

Representations, Warranties and Further Terms

• that, unless otherwise agreed by WHI, it is a Qualified Investor;
• that time shall be of the essence as regards obligations pursuant to this Appendix;