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Retail Offer to raise up to £1 million

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EnSilica plc announced a retail offer to raise up to £1 million through the issuance of new ordinary shares at 91 pence per share, with up to 1,098,901 shares available. This retail offer is in addition to a previously announced placing and subscription that raised approximately £14 million. The net proceeds from the retail offer will be used for the same purposes as the funds raised from the placing and subscription. The retail offer is conditional on shareholder approval at a General Meeting expected on July 27, 2026, with admission to trading on AIM anticipated around July 29, 2026. The retail offer is exclusively for UK retail investors and existing shareholders and is not conditional on the completion of the placing and subscription, although its completion is.

Full announcement

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EnSilica plc (AIM: ENSI), a leading fabless microchip maker with a growing portfolio of reusable IP, serving the Space and Communications, Industrial, and Automotive markets, announces a retail offer via the BookBuild Platform to raise up to £1 million (the "Retail Offer") through the issue of new ordinary shares of 0.1 pence each in the capital of the Company ("Ordinary Shares").

Under the Retail Offer up to 1,098,901 new Ordinary Shares (the "Retail Offer Shares") will be made available at an issue price of 91 pence per new Ordinary Share (the "Issue Price") to new retail investors and existing shareholders of the Company in the United Kingdom through financial intermediaries registered with the Bookbuild Platform.

In addition to the Retail Offer and as announced earlier today, the Company has conditionally raised gross proceeds of approximately £14 million through a placing and subscription of new Ordinary Shares (respectively, the "Placing Shares" and the "Subscription Shares", and together with the Retail Offer Shares, the "New Ordinary Shares") at the Issue Price (respectively, the "Placing" and the "Subscription", and together with the Retail Offer, the "Fundraise"). The first tranche of the Placing of approximately £10.73 million is expected to complete on or around 10 July 2026, and the second tranche of the Placing and Subscription of approximately £3.27 million is expected to complete on or around 29 July 2026, subject to the passing of resolutions at a General Meeting as detailed below.

Net proceeds from the Retail Offer will be used for the same purposes as funds raised from the Placing and Subscription as set out in the Company's announcement of 6 July 2026.

The issue of the Retail Offer Shares is conditional upon, inter alia, the passing of resolutions to be proposed at a General Meeting, which is expected to be held at the offices of Fieldfisher LLP at Riverbank House, 2 Swan Lane, London, EC4R 3TT at 10.00 a.m. on 27 July 2026. Conditional upon the passing of the resolutions at the General Meeting, the Retail Offer Shares to be issued pursuant to the Retail Offer are expected to be admitted to trading on the AIM market operated by the London Stock Exchange ("Retail Admission") at 8.00 a.m. on or around 29 July 2026 (or such later time and/or date as the Bookrunners and the Company may agree (being in any event no later than 8.00 a.m. on 12 August 2026)).

Completion of the Retail Offer is conditional, inter alia, upon the completion of the Placing and the Subscription. However, completion of the Placing and the Subscription is not conditional on the completion of, or part of, the Retail Offer.

Expected timetable in relation to the Retail Offer

Retail Offer opens7 July 2026, 7:05 AM
Latest time and date for commitments under the Retail Offer9 July 2026, 12:00 PM
Results of the Retail Offer announced10 July 2026, by no later than 12:00 PM
Retail Admission and dealings commence in Retail Offer Shares issued pursuant to the Retail Offer29 July 2026, 8:00 AM
Dealing codes
TickerENSI
ISIN for the Ordinary SharesGB00BN7F1618
SEDOL for the Ordinary SharesBN7F161

Retail Offer

The Company believes that it is appropriate to provide new retail investors and existing 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 only through the financial intermediaries which will be listed, subject to certain access restrictions, on the following website: https://www.bookbuild.live/deals/DQ0RY7/authorised-intermediaries.

Allenby Capital Limited ("Allenby Capital") will be acting as retail offer coordinator in relation to this Retail Offer (the "Retail Offer Coordinator").

Existing shareholders and new retail investors in the United Kingdom can contact their broker or wealth manager 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 Placing and Subscription closed on 6 July 2026. New and existing retail investors are not entitled to participate in the Placing or the Subscription.

Participation of any intermediary in the Retail Offer is at the absolute discretion of the Retail Offer Coordinator.

Any expenses incurred by any intermediary are for its own account. Eligible Retail Investors (as defined below) should confirm separately with any intermediary whether there are any commissions, fees or expenses that will be applied by such intermediary in connection with any application made through that intermediary pursuant to the Retail Offer.

The Retail Offer will be open to Eligible Retail Investors (as defined below) in the United Kingdom at 7.05 a.m. on 7 July 2026. The Retail Offer is expected to close at 12:00 p.m. on 9 July 2026 but may, at the absolute discretion of the Retail Offer Coordinator, be closed early or cancelled. Eligible Retail Investors should note that financial intermediaries may have earlier closing times. The Retail Offer may close early if it is oversubscribed or otherwise at the absolute discretion of the Retail Offer Coordinator or the BookBuild Platform.

If any intermediary has any questions about how to participate in the Retail Offer on behalf of Eligible Retail Investors, please contact BookBuild at support@bookbuild.live.

To be eligible to participate in the Retail Offer (an "Eligible Retail Investors"), applicants must meet the following criteria before they can submit an order for Retail Offer Shares: (i) be a customer of one of the participating intermediaries listed on the above BookBuild website; (ii) be resident in the United Kingdom; and (iii) be aged 18 years or over.

The Company and the Retail Offer Coordinator reserve the right to scale back any order at their absolute discretion. The Company and the Retail Offer Coordinator reserve the right at their absolute discretion to reject any application for subscription under the Retail Offer without giving any reason for such rejection.

There is a minimum subscription of £100.00 per investor under the terms of the Retail Offer, which is open to Eligible Retail Investors in the United Kingdom subscribing via the intermediaries which will be listed, subject to certain access restrictions, on the following website: https://www.bookbuild.live/deals/DQ0RY7/authorised-intermediaries.

There is no maximum application amount to apply in the Retail Offer except that the aggregate total consideration for the Retail Offer shall not exceed £1 million. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges.

Key investment risks

Investors should make their own investigations into the merits of an investment in the Company. Nothing in this announcement amounts to a recommendation to invest in the Company's Ordinary Shares or amounts to investment, taxation or legal advice.

An investment in the Company will place capital at risk. The value of investments, and any income, can go down as well as up, so investors could get back less than the amount invested. The return of your investment is not guaranteed, and you may get back less than you originally invested. Neither past performance nor any forecasts should be considered a reliable indicator of future results.

Situation:Retail Offer
Issuer Name:EnSilica plc
Security:ORD 0.1P
Terms:Retail Offer Raise Target: £ 1 million Retail Offer Shares: up to 1,098,901 Issue Price: 91 pence
ISINSEDOLTITLESETTLEMENT TYPE
GB00BN7F1618BN7F161ENSILICA PLC ORD 0.1PCREST

Unless otherwise defined, definitions contained in this Announcement have the same meaning as set out in the announcement made by the Company on 6 July 2026.

UK Product Governance Requirements

EU Product Governance Requirements

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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