Retail Offer

• The Issue Price for the new Ordinary Shares is 3.3 pence per new Ordinary Share, representing a discount of 5.7 per cent to the closing mid-price of the Company's existing Ordinary Shares on 9 September 2026;
• The Retail Offer is available to both existing shareholders and new investors;
• There is a minimum subscription of £250 per investor in the Retail Offer;
• No commission will be charged by RetailBook on applications to the Retail Offer; and

For the avoidance of doubt, defined terms used in the 'Summary' section shall have the meanings given to them as defined below.

The Retail Offer

Kelso (LSE: KLSO), the Main Market listed investment vehicle holding a concentrated portfolio of around ten UK-listed small and mid-cap companies is pleased to announce a conditional retail offer of new ordinary shares in the capital of the Company ("Ordinary Shares") via RetailBook (the "Retail Offer") at an issue price of 3.3 pence per new Ordinary Share (the "Issue Price"), being a discount of 5.7 per cent to the closing mid-price of the Company's existing Ordinary Shares on 9 September 2026. The Company is also conducting a placing of new Ordinary Shares to institutional investors (the "Placing") and subscription from existing investors (the "Subscription"), as announced by the Company earlier today. For the avoidance of doubt, the Retail Offer is not part of the Placing or the Subscription.

The Retail Offer is conditional on the new Ordinary Shares to be issued pursuant to the Retail Offer and the Placing being admitted to listing in the Equity Shares (Commercial Companies) category of the Official List of the Financial Conduct Authority (the "FCA") and admitted to trading on the main market for listed securities of London Stock Exchange plc ("Admission"). Admission is expected to take place at 8:00 a.m. on 21 September 2026.

The Retail Offer will not complete unless the Placing has also completed.

The Company will use the net proceeds to increase its exposure to some of its developing holdings and other identified investment opportunities, to ensure the portfolio remains appropriately focussed but balanced.

Reason for the Retail Offer

The Retail Offer is open to eligible investors resident and physically located in the United Kingdom following release of this announcement. The Retail Offer is expected to close at 5:00 p.m. on 16 September 2026 and may close earlier at the discretion of the Company or if it is oversubscribed.

Eligibility for the Retail Offer

Some partners may only accept applications from existing shareholders and/or existing customers.

There is a minimum subscription of £250 per investor. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges. Note, no commission will be charged to investors by RetailBook in connection with the Retail Offer.

It is a term of the Retail Offer that the aggregate value of the shares available for subscription at the Issue Price does not, unless further allocations are agreed by the Company at its discretion, exceed £1,000,000.

Further information on the Company can be found on its website at https://kelsoplc.com/.