WRAP Retail Offer for up to £100,000

Sundae Bar Plc (AIM: SBAR), a company creating a marketplace for AI Agents, further to the "Placing to Raise £1,000,000" announcement published at 4.30pm today (the "Placing Announcement"), is pleased to announce the launch of a retail offer via the Winterflood Retail Access Platform ("WRAP") to raise up to £100,000 (the "WRAP Retail Offer") through the issue of new ordinary shares of 0.1 pence each in the capital of the Company ("Ordinary Shares").

As announced earlier today, the Company has raised £1,000,000 before expenses through a placing of 16,666,667 new Ordinary Shares (the "Placing Shares") at the price of 6 pence per Ordinary Share (the "Placing Price") (the "Placing"). The WRAP Retail Offer provides existing and new shareholders the opportunity to participate in the fundraising on the same terms as the Placing. Under the WRAP Retail Offer up to 1,666,667 new Ordinary Shares (the "WRAP Retail Offer Shares") will be made available at a price of 6 pence per share, which is equal to the Placing Price.

The Placing Price represents a discount of approximately 17per cent. to the mid-market closing price of an Ordinary Share on 27 October 2025 (being the latest practicable date prior to this announcement).

A separate Placing 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 WRAP Retail Offer will be utilised in the same way as the proceeds of the Placing and therefore please refer to the Placing Announcement for details.

Application for the WRAP Retail Offer Shares will be made following the publication of the WRAP Retail Offer results announcement. It is anticipated that Admission will become effective and that dealings in the New Ordinary Shares will commence on AIM, at 08.00 a.m. on or around 5 November 2025.

WRAP Retail Offer

Therefore, the Company is making the WRAP Retail Offer open to eligible investors in the United Kingdom, being new or existing shareholders of sundae_bar, following release of this announcement and through certain financial intermediaries.

The WRAP Retail Offer is expected to close at 4:30pm on 29 October 2025. Eligible retail investors should note that financial intermediaries may have earlier closing times. The result of the WRAP Retail Offer is expected to be announced by the Company on or around 30 October 2025.

There is a minimum subscription of £100 per investor under the WRAP Retail Offer. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges.

It is a term of the WRAP Retail Offer that the total value of the WRAP Retail Offer Shares available for subscription at the Issue Price does not exceed EUR 8 million (or the equivalent amount in GBP, calculated in accordance with the Prospectus Rules Regulations Sourcebook of the Financial Conduct Authority (the "FCA").

Further information on the Company can be found on its website at sundaebar.ai and corporate.sundaebar.ai

The Company's LEI is 984500EF5CD7E658D446

Note on Crypto Asset regulation

Legal status of crypto assets varies from country to country. In the United Kingdom, the overall regulatory landscape for crypto assets is complex and still developing, and new legislation is expected to bring more activities under the supervision of the Financial Conduct Authority (the "FCA"). On 17 September 2025, the FCA published a Consultation Paper (CP25/25) setting out proposals for certain rules and guidance that would apply to crypto asset firms once they are brought into the authorisation regime under the Financial Services and Markets Act 2000 (the "FSMA"). The consultation period in relation to CP25/25 will end on 12 November 2025 and the FCA will consider the feedback received before publishing its final rules. CP25/25 outlines a comprehensive regulatory framework that will bring crypto asset activities in the United Kingdom under the same standards as traditional financial services.

There is a possibility that Bittensor, TAO, Subnet 121, Alpha 121 and/or the Company may in the future fall within regulatory regimes of certain countries, including the regulatory regime under the FSMA, the financial promotions regime and/or any other regulatory regime in the United Kingdom relating to crypto assets. Any tightening of laws and regulations relating to crypto assets may result in increased legal and tax obligations for the Company, and in turn potentially higher costs associated with compliance with such laws and regulations. The Company is not currently aware of any such applicable regulatory regimes.