Retail Offer

• Applications for Retail Shares through these partners can be made from tax efficient savings vehicles such as ISAs or SIPPs, as well as General Investment Accounts ("GIAs");
• 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;
• Brokers wishing to offer their customers access to the Retail Offer and future RetailBook transactions, should contact partners@retailbook.com; and

The Retail Offer

RC Fornax (AIM:RCFX), is pleased to announce a conditional retail offer of new ordinary shares in the capital of the Company ("Retail Shares") via RetailBook (the "Retail Offer") at an issue price of 6 pence per Retail Share (the "Issue Price"), being a discount of 38.5 per cent. to the closing mid-price of the Company's existing ordinary shares in the capital of the Company ("Ordinary Shares") on 14 November 2025. The Company is also conducting a placing of new Ordinary Shares to institutional investors by way of an accelerated bookbuilding process (the "Placing", together with the Retail Offer, the "Fundraising") as announced by the Company earlier today. For the avoidance of doubt, the Retail Offer is not part of the Placing.

The Fundraising is conditional, inter alia, upon approval by the existing shareholders of the Company at a General Meeting to be held on at 10.00 a.m. on 5 December 2025 at the offices of Gowling WLG (UK) LLP, 4 More London Riverside, London SE1 2AU. Further information is set out in the Circular to be published on or around 18 November 2025.

The Fundraising is further conditional on the new Ordinary Shares to be issued pursuant to the Retail Offer and the Placing being admitted to trading on AIM ("Admission"). Admission is expected to take place at 8.00 a.m. on or around 8 December 2025.

The Retail Offer will not be completed without the Placing also being completed. The Placing is not conditional on the Retail Offer.

The net proceeds of the Fundraising will be used to:

• develop the Procure X Marketplace (the Company's AI-powered marketplace, which aims to connect verified SMEs with buyers) and Smart Suite (which includes the Smart Scope, Smart Team and Smart Bid products); and
• provide working capital support for upcoming potential contract wins.

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 7.30 a.m. (GMT) on 17 November 2025 and may close earlier at the discretion of the Company or if it is oversubscribed.

Applications for Retail Shares through participating partners can be made from tax efficient savings vehicles such as ISAs or SIPPs, as well as GIAs. Investors wishing to apply using their ISA, SIPP or GIA should contact their investment platform, retail broker or wealth manager for details of their terms and conditions, process and any relevant fees or charges.

The Retail Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with existing Ordinary Shares including the right to receive all dividends and other distributions declared, made or paid after their date of issue.

Eligibility for the Retail Offer

Eligible investors wishing to subscribe for Retail Shares should contact their investment platform, retail broker or wealth manager to confirm if they are participating in 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.

Investors should also note that the Retail Offer will remain open alongside a live share price and the market price of the shares may be less or more than the Issue Price.

It is a term of the Retail Offer that the aggregate value of the shares available for subscription at the Issue Price does not exceed £500,000.

It should be noted that a subscription for Retail Shares and investment in the Company carries a number of risks. Investors should take independent advice from a person experienced in advising on investment in securities such as the Retail Shares if they are in any doubt.