Result of Retail Offering and TVR

Powerhouse Energy Group Plc (AIM: PHE), a company pioneering integrated technology that converts non-recyclable waste into low carbon energy with a revenue generating engineering consulting division (Engsolve), is pleased to announce that the Retail Offering launched on 14 March 2025 has now closed. The Retail Offering raised in aggregate £125,000 through the issuance of 25,000,000 new Ordinary Shares at a price of 0.5 pence each (the "Retail Offer Shares") and was significantly oversubscribed.

Allocations were made to existing Shareholders, applying the principles of soft pre-emption. Existing Shareholders received 100 per cent. of their soft pre-emptive allowance, when their order matched or exceeded their soft pre-emptive allowance. Given the level of demand, where the order was greater than the soft pre-emptive allowance shareholders received approximately 23 per cent. of their additional demand1.

Accordingly, conditional on the admission of the Placing Shares and Retail Offer Shares, the Company has raised total gross proceeds of approximately £1.375 million in aggregate.

Paul Emmitt, Chief Executive Officer of PHE, commented:

"I would like to thank all investors for their continued support at this pivotal time for the Company. The funds raised through this offer and the recent placing will enable us to increase momentum across our current project pipeline, driving forward our business with a view to generating additional revenue streams through innovation.

"With the FTU now up and running, and enquiries coming in about its capabilities, this is a highly exciting time for the business and we look forward to providing further updates in due course."

Admission and Total Voting Rights

Application has been made to the London Stock Exchange for admission of the Placing Shares and the Retail Offer Shares, being a total of 275,000,000 new Ordinary Shares, to trading on AIM. It is expected that Admission will become effective and dealings in the Placing Shares and the Retail Offer Shares will commence on AIM at 8.00 a.m. on or around 28 March 2025 ("Admission").

The Placing Shares and Retail Offer Shares will be issued fully paid and will rank pari passu in all respects with the Company's existing Ordinary Shares.

Following Admission, the total number of Ordinary Shares in the capital of the Company in issue will be 4,471,654,741, all with voting rights. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company's share capital pursuant to the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

1 Soft Pre-emptive allowance Calculation: Existing shares X approximately 6.553% (Dilution from total new shares being issued) = Soft Pre-emptive allowance shares. Soft Pre-emptive allowance shares X 100% = Soft Pre-emptive allowance allocated shares. Additional demand allocation share calculation: (Total order shares - Soft pre-emptive allowance allocation shares) X approximately 23%.

Capitalised terms used but not otherwise defined in this announcement shall have the meanings ascribed to such terms in the announcement released by the Company on 14 March 2025 at 5.15 p.m., unless the context requires otherwise.

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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 Offer Shares have been subject to a product approval process, which has determined that the Retail Offer 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 Offer Shares may decline and investors could lose all or part of their investment; the Retail Offer Shares offer no guaranteed income and no capital protection; and an investment in the Retail Offer 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 Offering.

EU Product Governance Requirements