Proposed Acquisition and Suspension of Trading

GS Chain plc, a UK company admitted to the Equity Shares (Shell Companies) category of the Official List of the Financial Conduct Authority (the "Official List") and to the main market of the London Stock Exchange Group plc ("Main Market"), is pleased to announce that it has entered into a non-binding, conditional, exclusive heads of terms ("Heads of Terms") for the proposed acquisition of GMM Acquisition Corp, Inc ("GMM" or "GMM Acquisition Corp") ("Initial Transaction").

GMM is in the process of acquiring Giraudy Holding SAS ("Giraudy"), MediaLine SAS ("MediaLine") and Source Digital, Inc. ("Source") ("GMM Acquisitions").

The consideration for the Initial Transaction is intended to be satisfied entirely through the issue of new GSC ordinary shares ("Ordinary Shares").

At completion and subject to the Initial Transaction becoming unconditional ("Completion"), the Company intends to seek admission of its enlarged share capital to the Equity Shares (Commercial Companies) category of the Official List and to trading on the Main Market (the "Admission").

Paul Carroll, Director of GSC commented: "On behalf of the Board of GS Chain, we are delighted to announce the proposed acquisition of GMM. With Barclay Knapp and his team being pioneers in the digital media space, we are proud to support the group's bold vision and look forward to working alongside GMM and to being in a position to announce a successful re-admission to the Main Market".

Barclay Knapp, CEO GMM commented: "I'm extremely pleased with the opportunity this potential transaction brings, as we scale into the UK and Europe, GMM is expanding its European partnerships and continues to develop its European direct-to-consumer engagement strategy. The proposed transaction with GSC and admission to the Main Market will give us a strong foundation for growth. We are pleased to be working with the GSC team on this transaction".

About GMM Acquisition Corp:

Upon completion of the GMM Acquisitions, GMM will be a vertically integrated media corporation that operates three wholly owned subsidiaries which together offer out of home ("OOH") advertising and direct to consumer in home entertainment and ecommerce:

Giraudy:

Giraudy, founded in 1911, is a specialised French outdoor advertising, billboard and urban communication company, which offers services such as digital advertising, illuminated boards, and poster campaigns OOH to help brands increase visibility, attract new customers and build their image.

Giraudy is aiming to launch its new AI-creative content and AI-supported advertising programme in 2026. This programme, the "Media-Art-Design Universe," or MADverse, is designed to aggregate and commercialise AI-digital content, with a strong focus on AI-creative integration, specifically with large-scale urban promotions and cultural and tourism projects.

MediaLine:

MediaLine is an OOH media company that offers its clients a wide range of advertising solutions including small and large formats, digital and traditional LED panels.

The company's strategic aim is to fully integrate into Giraudy's AI-underpinned ecosystem (MADverse) and scale its diversified advertising portfolio.

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