Retail Offer

Petro Matad Limited ("Petro Matad" or the "Company") (AIM: MATD) is pleased to announce a retail offer via BookBuild (the "Retail Offer") of up to 20 million retail shares ("Ordinary Shares") of USD$0.01 each in the capital of the Company (the "Retail Shares") up to the value of £400,000 (US$0.5m) at an issue price of 2.0 pence per Retail Share, (the "Issue Price").

In addition to the Retail Offer, the Company has also announced a placing of new Ordinary Shares (the "Placing Shares") through an accelerated bookbuild process (the "Placing") and subscriptions (the "Subscriptions") for new Ordinary Shares (the "Subscription Shares" and, together with the Placing Shares and Retail Offer Shares, the "Capital Raising Shares") both at the Issue Price.

A separate announcement has been made regarding the Placing and its terms and sets out the reasons for the Placing and use of proceeds. The proceeds of the Retail Offer will be utilised in the same way as the proceeds of the Placing and Subscriptions. For the avoidance of doubt, the Retail Offer is not part of the Placing or Subscriptions.

The Retail Offer is conditional on the Placing Shares being admitted to trading on the AIM market operated by the London Stock Exchange ("Admission"). Admission of the Retail Shares pursuant to the Retail Offer is expected to take place at 8:00 a.m. on 3rd July 2024. Completion of the Retail Offer is conditional, inter alia, upon the completion of the Placing.

Expected Timetable in relation to the Retail Offer

Retail Offer

The Company values its retail shareholder base, which has supported the Company alongside institutional investors since IPO in 2008. Given the support of retail shareholders, the Company believes that it is appropriate to provide its retail shareholders in the United Kingdom the opportunity to participate in the Retail Offer.

The Company is therefore making the Retail Offer available in the United Kingdom through the financial intermediaries which will be listed, subject to certain access restrictions, on the following website: https://www.bookbuild.live/deals/0Q6MG1/authorised-intermediaries

Shore Capital Stockbrokers Limited ("Shore Capital") will be acting as retail offer coordinator in relation to this Retail Offer (the "Retail Offer Coordinator").

The Retail Offer will be open to eligible investors in the United Kingdom at 9:00 a.m. on 26th June 2024. The Retail Offer is expected to close at 4:30 p.m. on 28 June 2024. Investors should note that financial intermediaries may have earlier closing times. The Retail Offer may close early if it is oversubscribed.

There is a minimum subscription of £100.00 per investor under the terms of the Retail Offer which is open to investors in the United Kingdom subscribing via the intermediaries which will be listed, subject to certain access restrictions, on the following website: https://www.bookbuild.live/deals/0Q6MG1/authorised-intermediaries

The Company's LEI is 213800FXLBLLEVK4R858.

UK 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 MiFIR Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the UK MiFIR Product Governance Requirements) may otherwise have with respect thereto, the Retail Shares have been subject to a product approval process, which has determined that the Retail 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 as defined in paragraphs 3.5 and 3.6 of COBS; 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 Retail Shares may decline and investors could lose all or part of their investment; the Retail Shares offer no guaranteed income and no capital protection; and an investment in the Retail 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 any contractual, legal or regulatory selling restrictions in relation to the Retail Offer.

EU Product Governance Requirements

For the avoidance of doubt, the EU Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; 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 Retail Shares.

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