Completion of Placing

Manchester, UK - 24 September 2025: genedrive plc (LSE: GDR), the point of care pharmacogenetic testing company, announces the completion of the Placing (incorporating the Firm Placing and the Conditional Placing). This follows the Company announcing the launch of an accelerated bookbuild yesterday at 4.59 p.m. (the "Launch Announcement"). The new Ordinary Shares to be allotted pursuant to the Placing (the "Placing Shares") are to be issued at the Issue Price of 0.20 pence per Placing Share. The Placing Shares will entitle Placees to Warrants, conditional on the passing of the Resolutions at the forthcoming general meeting of the Company and admission of the Conditional Placing Shares, as detailed in the Launch Announcement.

The Company has successfully placed 1,598,750,000 Placing Shares at the Issue Price with investors made up as to 400,000,000 Firm Placing Shares and 1,198,750,000 Conditional Placing Shares raising gross proceeds of approximately £3.2 million.

In addition to the Placing, the Company announced a separate retail offer via BookBuild yesterday at 5.03 p.m. and this is expected to remain open until 4.35 p.m. on 26 September 2025.

400,000,000 Firm Placing Shares will be issued and allotted under the Company's existing share capital authorities. 1,198,750,000 Conditional Placing Shares and such number of Retail Offer Shares that are subscribed for and all Warrants will be issued and allotted conditional on shareholder approval at the General Meeting expected to be convened for mid-October 2025. The Company expects to post the circular, including the notice of General Meeting in the coming days.

The Fundraising (excluding the Firm Placing) is conditional on, amongst other matters, the passing of the Resolutions at the General Meeting. It is expected that the Firm Placing will complete on or around 8.00 a.m. on 26 September 2025, being the expected date of Admission of the Firm Placing Shares. The Placing is also conditional upon the Placing Agreement between the Company and Peel Hunt becoming unconditional and not being terminated in accordance with its terms.

The Firm Placing Shares and the Conditional Placing Shares represent 256 per cent. of the issued ordinary share capital of the Company prior to the Fundraising. The Issue Price represents a discount of 64 per cent. to the closing price of 0.56 pence on 22 September 2025 (being the latest practicable date prior to the announcement of the Placing). Up to a further 159,875,000 Retail Offer Shares may be issued pursuant to the Retail Offer. No part of the Fundraising is being underwritten.

Such number of Placing Shares and Retail Offer Shares will, when issued, be credited as fully paid and will be issued subject to the Company's articles of association and will rank pari passu in all respects with the existing issued ordinary shares in the capital of the Company, including the right to receive all dividends and other distributions declared, made or paid on or in respect of such shares by reference to a record date falling after their issue.

Application will be made to the London Stock Exchange for the Firm Placing Shares, the Conditional Placing Shares and such number of Retail Offer Shares as may be subscribed for to be admitted to trading on AIM ("Admission"). It is expected that Admission of the Firm Placing Shares will occur at 8.00 a.m. on 26 September 2025 (or such later date as the Company, Peel Hunt and Allenby Capital may agree, being no later than 8.00 a.m. on 10 October 2025). It is expected that Admission of the Conditional Placing Shares and such number of the Retail Offer Shares as are subscribed for will occur at 8.00 a.m. on 16 October 2025 (or such later date as the Company, Peel Hunt and Allenby Capital may agree, being no later than 8.00 a.m. on 30 October 2025).

Possible further investment

The Company has received an additional indication of interest from a prospective investor to invest in the region of £0.1 million in the Company on the same terms as the Placing. Discussions remain ongoing with this prospective investor to finalise binding commitments and will make a further announcement as appropriate.

General Meeting and Placing Agreement

The Circular containing a notice convening the General Meeting will be posted to Shareholders over the coming days. The General Meeting is expected to be convened for 15 October 2025. Further details will be set out in the Circular.

The Placing Agreement is conditional, amongst other things, upon the following:

• the Minimum Proceeds being raised;
• the passing, without amendment, of Resolutions 1 and 2 at the General Meeting;
• none of the warranties contained in the Placing Agreement, in the opinion of Peel Hunt and Allenby Capital (acting in good faith), being untrue or inaccurate or misleading at the date of the Placing Agreement or becoming untrue or inaccurate or misleading at any time between such date and Second Admission by reference to the facts and circumstances from time-to-time subsisting;
• the Company having complied with all of its obligations under the Placing Agreement which fall to be performed or satisfied on or prior to First Admission or Second Admission; and
• Second Admission occurring by no later than 8.00 a.m. on 16 October 2025 (or such later time and/or date as may be agreed between the Company, Peel Hunt and Allenby Capital, being no later than 8.00 a.m. on 30 October 2025).

If the conditions set out above are not satisfied or waived (where capable of waiver), the Conditional Placing and the Retail Offer will lapse, and the Conditional Placing Shares, Warrants and the Retail Offer Shares will not be allotted and issued and no monies will be received by the Company in respect of those elements of the Fundraising.

Related Party Transactions

Gino Miele, Russ Shaw, Ian Gilham and Tom Lindsay ("Participating Directors"), Directors of the Company, have conditionally agreed to subscribe for such number of new Ordinary Shares as set out below at the Issue Price, additional details of which are set out at the end of this announcement. The Participating Directors are subscribing for Retail Offer Shares at the Issue Price save for Tom Lindsay who is subscribing for Conditional Placing Shares at the Issue Price.

As the Participating Directors are all related parties of the Company pursuant to the AIM Rules, their participation in the Retail Offer or the Conditional Placing is a related party transaction for the purposes of AIM Rule 13. With the exception of the Participating Directors, Chris Yates (the other Director of the Company independent from the Fundraising) considers, having consulted with the Company's nominated adviser, Peel Hunt, that the participation in the Fundraising by the Participating Directors is fair and reasonable insofar as Shareholders are concerned.

Total Voting Rights

Following First Admission, the Company's enlarged issued ordinary share capital will be 1,024,895,408 Ordinary Shares. This figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Subject to, inter alia, the passing of the Resolutions, a further announcement will be made in due course in relation to the total number of voting rights of the Company from Second Admission.

Capitalised terms in this announcement shall, unless the context demands otherwise, bear the meanings given to such terms in the Launch Announcement.

Product Governance Requirements

Solely for the purposes of the product governance requirements of Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK Product Governance Requirements") and/or any equivalent requirements elsewhere to the extent determined to be applicable, and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the UK Product Governance Requirements and/or any equivalent requirements elsewhere to the extent determined to be applicable, may otherwise have with respect thereto, the Placing Shares and any Warrant Shares have been subject to a product approval process, which has determined that the Placing Shares and any Warrant Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each defined in Chapter 3 of the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all permitted distribution channels (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors should note that: the price of the Placing Shares and any Warrant Shares may decline and investors could lose all or part of their investment; the Placing Shares and any Warrant Shares offer no guaranteed income and no capital protection; and an investment in the Placing Shares and any Warrant Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the Target Market Assessment, Peel Hunt and Allenby Capital will only procure investors who meet the criteria of professional clients and eligible counterparties.

For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of Chapters 9A or 10A respectively of the FCA Handbook Conduct of Business Sourcebook; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Placing Shares and any Warrant Shares.

Each distributor is responsible for undertaking its own target market assessment in respect of the Placing Shares and any Warrant Shares and determining appropriate distribution channels.