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Convertible Investment Agreement

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GS Chain PLC has entered into a termination and settlement agreement with Citymeade Limited to end a convertible investment agreement from October 2025. The company has received approximately £120,000 from the investor and will issue 48,000,000 new ordinary shares, valued at £0.000167 each, as full and final settlement. This share issuance is contingent on the company directors obtaining the necessary authority, which is expected at the annual general meeting later today, and will result in the automatic termination of the investment agreement. A further announcement will confirm the allotment and admission of these shares to trading on the London Stock Exchange.

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The Company announces that it has entered into a termination and settlement agreement ("Termination Agreement") with Citymeade Limited (the "Investor") to terminate the Convertible Investment Agreement entered into between the parties on 15 October 2025 ("Investment Agreement").

The Investor has, as at the date of this announcement, advanced approximately £120,000 to the Company pursuant to the terms of the Investment Agreement. In accordance with, and in full and final settlement of, its obligations under the Investment Agreement, the Company has agreed to issue 48,000,000 new ordinary shares of £0.000167 each in the share capital of the Company ("Shares") to the Investor and immediately following the issue of the Shares, the Investment Agreement shall automatically terminate in accordance with the terms of the Termination Agreement.

The issue of the Shares to the Investor is subject to customary conditions, including but not limited to the directors of the Company having the sufficient authority to issue the Shares. The Company intends to issue the Shares to the Investor as soon as possible following obtaining such authorities, which it expects to do at its annual general meeting which is to be held later today.

A further announcement will be made in due course to confirm the allotment and proposed date of admission of the Shares to to trading on the main market for listed securities of the London Stock Exchange.

596/2014 ("UK MAR") which is part of UK law by virtue of the European Union (Withdrawal) Act 2018. The information is disclosed in accordance with the Company's obligations under Article 17 of the UK MAR.

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

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