Retail Offer

The Board of Acuity (AIM: ACRM), the software group focused on cybersecurity risk management, is pleased to announce a retail offer via BookBuild (the "

Retail Offer

") of new ordinary shares ("

Ordinary Shares

") of

0.1 pence

each in the capital of the Company (the "

Retail Offer Shares

") at an issue price of

0.75 pence

per New Ordinary Share (as defined below) (the "

Issue Price

"). The proposed amount to be raised through the Retail Offer is £50,000 through the issue of approximately 6,666,666 new Ordinary Shares at the Issue Price (assuming full take up of the Retail Offer).

In addition to the Retail Offer, the Company is also conducting a placing and a directors' intended subscription of new ordinary shares at the Issue Price (the "

Placing

", "

Directors' Intended Subscription

" and together with the Retail Offer, the "

Fundraise

"). A separate announcement has been made regarding the Placing and its terms. For the avoidance of doubt, the Retail Offer is not part of the Placing.

Further details of the Placing and the Directors' Intended Subscription can be found in the announcement made at 4:30 p.m. on 16 June 2026.

It is proposed that each Retail Offer Share will have one warrant attached, exercisable at the Issue Price for a period of 1 year ("Retail Warrants"). The issue of the Retail Warrants will be subject to shareholder approval at a General Meeting. The Warrants will not be admitted to trading on AIM.

The Issue Price represents a discount of approximately 18.9 per cent to the closing share price of 0.925 pence per existing Ordinary Share on 15 June 2026.

The Company will require additional share authorities to allot the Retail Offer Shares and Retail Warrants. Accordingly, the Retail Offer is conditional, inter alia, upon Shareholders approving the resolutions at the General Meeting being held on 7 July 2026, and the Retail Offer Shares to be issued pursuant to the Retail Offer being admitted to trading on the AIM market operated by the London Stock Exchange ("

Admission

"). Admission of the New Ordinary Shares pursuant to the Retail Offer is expected to take place on or around 9 July 2026. Completion of the Retail Offer is conditional, inter alia, upon the completion of the Placing.

The net proceeds from the Retail Offer are expected to be used for additional working capital purposes.

Expected Timetable in relation to the Retail Offer

Retail Offer

The Company values its retail shareholder base and, given the support of retail shareholders, the Company believes that it is appropriate to provide its retail shareholders in the United Kingdom the opportunity to participate in the Retail Offer. The Company is therefore making the Retail Offer available in the United Kingdom through the financial intermediaries which will be listed, subject to certain access restrictions, on the following website:

Zeus Capital Limited will be acting as retail offer coordinator in relation to this Retail Offer (the "

Retail Offer Coordinator

").

Existing retail shareholders can contact their broker or wealth manager ("

Intermediary

") to participate in the Retail Offer. In order to participate in the Retail Offer, each Intermediary must be on-boarded onto the BookBuild platform and agree to the final terms and the retail offer terms and conditions, which regulate, inter alia, the conduct of the Retail Offer on market standard terms and provide for the payment of commission to any Intermediary that elects to receive a commission and/or fee (to the extent permitted by the FCA Handbook Rules) from the Retail Offer Coordinator (on behalf of the Company).

The Retail Offer will be open to eligible investors in the United Kingdom at

7:00am on 17 June 2026

. The Retail Offer is expected to close at

4:30pm on 22 June 2026

. Investors should note that any of the Intermediaries may have earlier closing times. The Retail Offer may close early if it is oversubscribed.

The New Ordinary Shares will, when issued, be credited as fully paid and will rank

pari passu

in all respects with existing Ordinary Shares including the right to receive all dividends and other distributions declared, made or paid after their date of issue.

There is a minimum subscription of

£100.00

per investor under the terms of the Retail Offer which is open to investors in the United Kingdom subscribing via the Intermediaries which will be listed, subject to certain access restrictions, on the following website:

The Company's LEI is 213800JHJFKALDJA5X97.

UK Product Governance Requirements

EU Product Governance Requirements