GB Energy 40m investment and DESNZ 46.5m grant

ITM Power is pleased to announce that we have secured an investment of £40 million through a non-pre-emptive subscription (the "Subscription") by Great British Energy Group Limited ("GBE").

Furthermore, we have received a letter from the Department for Energy Security and Net Zero ("DESNZ") confirming their intention to award us a grant of £46.5 million (the "Grant")*.

The Subscription and the Grant will support the establishment of operational capability to manufacture our next-generation Chronos electrolyser stack technology (the "Project").

Highlights

• The UK government backs ITM Power with a combination of a £40m equity investment through GBE and a £46.5m grant from DESNZ*, which is a vote of confidence in our technology, delivery credibility, and demonstrates the UK government's commitment to promoting the UK's sovereign technology and manufacturing capability in clean energy infrastructure.
• This significant support follows a rigorous technical and commercial due diligence by a third party to assess the effectiveness and likely impact of our next-generation stack platform Chronos.
• The funds will support the establishment of a new large-scale automated manufacturing line in the UK with an annual capacity of 1 GW for our next-generation stack Chronos, underpinned by strong order momentum and growing order backlog over the last 24 months.
• With superior energy efficiency and substantially lower cost, Chronos will help us to further grow our market share, speed up the industrial adoption of hydrogen, and accelerate our growth and path to profitability.
• FY26 cash guidance improved to between £210m and £215m (from previous range of £170m-£175m), reflecting the funds from the Subscription.

* The Grant remains subject to subsidy control scrutiny, a statutory process required to ensure any public funding complies with the Subsidy Control Act 2022. The subsidy referral was submitted on 7 April and is expected to conclude in June 2026, after which, subject to a satisfactory outcome, the grant would then be contracted.

Dennis Schulz, CEO of ITM Power, commented: "We are grateful for the confidence and support demonstrated by the UK government. Clean power increasingly underpins energy sovereignty and resilience, which are critical to long-term economic success against a backdrop of recent geopolitical instability.

The UK government's support, through a combination of equity participation and grant funding, marks a pivotal step in establishing ITM Power at the centre of the UK's hydrogen economy and firmly positions us as a natural partner for projects in the UK.

The funds will enable the build-out of large-scale domestic manufacturing of our next-generation Chronos platform, underpinning confidence in our technology and sustained growth."

Ed Milliband, Energy Secretary, said, "This investment is the Government's clean energy mission in action - rebuilding our energy security with clean homegrown power and good industrial jobs for South Yorkshire.

Communities have long been calling out for a new generation of good industrial jobs, and with these plans we answer that call, helping to create an economy in which there is no need to leave your hometown just to find a decent job. Thanks to this government's commitment to clean energy, a generation of young people in our industrial heartlands can have well-paid secure jobs.

This has only happened thanks to months of intense collaboration between Great British Energy, our publicly owned energy company, the government and ITM Power. It is time to make and build things in Britain again, and with this Government's clean energy mission, we will."

Dan McGrail, CEO of Great British Energy, said, "With this investment Great British Energy is backing British innovation, technology and hundreds of skilled jobs.

This is our Energy Engineered in the UK strategy in action. We are investing in ITM Power, helping them to scale, compete globally and keep vital engineering expertise here in the UK."

Management presentation

Dennis Schulz, Amy Grey, and Simon Bourne will provide a pre-recorded presentation at 9:00 a.m. GMT. The presentation will be via the Investor Meet Company platform. Analysts and investors can sign up to Investor Meet Company for free via: https://www.investormeetcompany.com/itm-power-plc/register-investor. Those who follow the Company on the Investor Meet Company platform will automatically be invited.

The recording will be available on the Investor Relations section of the ITM website after the event.

Background

With 26 years of innovation and experience, ITM Power is an established leader in PEM electrolyser technology and hydrogen plants. We are strategically well-positioned in a fast-expanding market, and our vertical integration and IP have created a defensible competitive advantage. Our comprehensive product portfolio, addressing all project sizes, is the foundation for our proven capability in large-scale project delivery with repeat blue-chip customers including Shell, RWE and Linde.

Robust manufacturing, supply chain, and quality systems are helping us deliver approximately 500 MW of projects, with more than 550 MW of additional capacity reserved and a strong sales pipeline. Our healthy balance sheet ensures long-term resilience and eases project bankability for our customers, as recently demonstrated in the Northfleet project with Octopus Energy Generation in the UK.

Rationale for the Subscription and the Grant

The UK government has ambitious goals for hydrogen. DESNZ, a ministerial department of the UK government, is awarding funding to projects under the Hydrogen Allocation Round ("HAR") programme, aiming to make the UK a clean-energy superpower. Through its publicly owned energy company, GBE, they aim to power Britain with clean, secure, homegrown energy. The two partners' significant support of ITM Power is a strong endorsement of our technology, delivery credibility, and a commitment to promote the UK's sovereign technology and manufacturing capability in a critical energy infrastructure building block of the future.

With strong government support, a stable policy framework for hydrogen in the UK, early successes in HAR-funded projects, and the upcoming HAR3 scheme, the UK is a very attractive home market for us. ITM Power also benefits from being located in Sheffield, within a region well-known for manufacturing and highly skilled, advanced engineering and technical expertise. This, coupled with the synergies of co-locating the Trident and Chronos manufacturing lines, and the strategic support from both GBE and DESNZ, led to the decision to make the UK the home of Chronos.

We have been developing the Chronos stack for over two years. It is an evolutionary design leveraging significant carryover from the already successful Trident stack platform. By incorporating the latest technological developments and the valuable lessons from commercial projects and extensive field data, Chronos is expected to deliver substantial improvements in cost-effectiveness and energy efficiency, representing a step-change in electrolyser performance.

This will enhance our market offering and further substantiate our technology leadership. Chronos will form the basis of our full product line-up and upgrade our Neptune, Poseidon and Alpha plants.

Chronos will further offer low performance degradation over time, and high responsiveness for grid flexibility and coupling to renewable energy. The substantially higher power density of Chronos also results in a more compact physical footprint, leading to reduced installation costs.

As part of this transaction, our Chronos development programme has undergone rigorous technical and commercial due diligence by a third party to assess the effectiveness and likely impact of Chronos.

In parallel, our current stack platform Trident will remain an important part of our stack technology suite. We will continue to manufacture Trident to serve our existing customers and long-term service agreements. Importantly, we will continue to innovate our Trident stack, allowing current customers to take advantage of future increases in energy efficiency and cost competitiveness. This will include adoption of compatible features from Chronos.

Use of proceeds: the Chronos manufacturing line

The Chronos manufacturing line is planned to be built in our existing facilities in Sheffield and will use many of the existing processes that have been incrementally introduced to the Trident production line over the last five years, albeit on a larger scale. The core of the project involves the procurement and installation of bespoke, automated production equipment essential for 1 GW of production capacity. This will include capital investments in catalyst-coated membrane manufacturing equipment, electrode welding, specialist coatings, and stack assembly lines, alongside cleanroom facilities. To ensure operational readiness and quality assurance, this will be complemented by the internal production and installation of modularised test systems, as well as the purchase of all necessary validation materials. We expect the total investment to be made over the next three years and to be up to £120m, enabled by the £86.5m UK government support. We target commercial operation of the manufacturing line in 2028.

The Subscription

GBE has agreed, subject to Admission (defined below), to subscribe for, in aggregate, 71,994,240 new ordinary shares of 5 pence each in the capital of the Company ("Subscription Shares") at a subscription price of 55.56 pence per Subscription Share ("Subscription Price") which will be issued under the Company's existing share allotment and disapplication authorities.

The Subscription Shares will represent approximately 10.4% of the Company's issued share capital immediately following the Subscription and the Subscription Price represents a 13.7% discount to the closing mid-market price of an ITM Power ordinary share on 8 April 2026. Application will be made for the Subscription Shares to be admitted to trading on AIM ("Admission") and it is expected that settlement for, and Admission of, the Subscription Shares will take place on or before 8.00 am on 13 April 2026.

The Subscription amounts to £40 million before costs for the Company.

Pursuant to the Subscription, GBE has agreed, other than in certain circumstances, not to, during the 12-month period following Admission:

• sell any of the Subscription Shares; nor to
• acquire further ordinary shares where such acquisition would result in GBE holding more than 29.99% of the ordinary share capital of the Company.

For as long as GBE holds fully paid ordinary shares in the capital of the Company representing no less than 3% of the ordinary shares in issue, GBE shall have the right to appoint a representative to attend as an observer at meetings of the board (and any committee of the board, if and to the extent that the business of any committee meeting relates to the Project) who will be entitled to speak at any such meetings but will not be entitled to vote ("Investor Observer").

For as long as GBE holds fully paid ordinary shares representing 10% or more of the ordinary shares in issue, GBE shall have the right to nominate either an Investor Observer or one non-executive director for appointment to the board.

The Company has given certain undertakings to GBE in relation to the implementation of the Project, including the use of proceeds for the purposes of the Project. The Company has also undertaken that, for three years following this Announcement, it will seek general authorities at each annual general meeting under sections 551 and 570 of the Companies Act 2006 in a manner and at a level which is consistent with its past practice.

The Company has also agreed to a provision which applies for six months from this Announcement. If the Company carries out a further fundraise at an issue price with a discount which is greater than that applied in this Subscription when compared to the prevailing market rate, the Company would be required to compensate GBE as if the Subscription had been made at the same discount level.

The Grant

The DESNZ Grant of £46.5m will be paid quarterly in arrears and used to offset the capital expenditure costs of building the Chronos manufacturing line.

The Grant remains subject to subsidy control scrutiny, a statutory process required to ensure any public funding complies with the Subsidy Control Act 2022. The subsidy referral was submitted on 7 April and is expected to conclude in June 2026, after which, subject to a satisfactory outcome, the grant would then be contracted.

As part of the grant conditions, the Company has made a commitment to increasing our UK workforce by c.250 employees over the next five years, in line with the anticipated increase in demand for our products.

Updated guidance

Having previously given improved revenue guidance in February 2026, we now anticipate our year-end cash balance to be between £210m and £215m (up from £170m to £175m), reflecting the funds from the Subscription by GBE.

Share Capital following the Subscription

The Subscription Shares will rank pari passu with the Company's existing ordinary shares.

The Company acknowledges that it will issue the Subscription Shares amounting to up to 11.7% of its issued ordinary share capital on a non-pre-emptive basis utilising authorities approved by the Company's shareholders at its annual general meeting held on 8 October 2025, including the authority to disapply pre-emption rights in connection with a specified capital investment.

Immediately following issue of the Subscription Shares, the Company's enlarged issued share capital will comprise 689,365,229 ordinary shares of 5 pence each with voting rights in the Company. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in the interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

Burges Salmon LLP are acting as legal advisers to the Company.