Company Announcements

25 July 2024

Cloudbreak Discovery Plc

('Cloudbreak', or 'the Company')

Publication of Prospectus and Issue of Shares

Cloudbreak Discovery Plc, (LSE: CDL), the natural resource project generator, is pleased to announce that, it has today published a Prospectus. The Prospectus, which has been approved by the Financial Conduct Authority ("FCA"), has been published on the Company's website at https://www.cloudbreakdiscovery.com/investors/ and will also be available at the FCA's Document Storage Mechanism at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

The Prospectus has been published to enable the issue and admission to the Official List and to trading on the Main Market of the London Stock Exchange ("Admission") of 403,864,936 new ordinary shares of £0.001 each ("Shares"). These Shares have been issued conditional on Admission as follows:

·      16,652,055 Shares issued at a price of £0.004 per Share, to correct the position created by the conversion of convertible loan notes on 22 May 2024, where too few ordinary shares were issued as a result of the miscalculation of the conversion price;

·      305,832,210 Shares issued at a price of £0.002968 per Share, pursuant to the conversion of an outstanding debt owed by the Company to the value of £907,710; and

·      81,380,671 Shares issued at a price of £0.002968 per Share to certain creditors of the Company to capitalise amounts owed to them for the provision of their services to the Company ("Creditor Share Issue").

Application will be made for Admission of 403,864,936 Shares. It is expected that Admission will become effective on or around 31 July 2024. The Shares will rank pari passu with the existing ordinary shares of the Company.

On Admission, the Company's issued ordinary share capital shall consist of 1,133,075,632 ordinary shares with each ordinary share carrying the right to one vote. Accordingly, the figure of 1,133,075,632 represents the total voting rights in the Company and should be the figure used by shareholders as the denominator for the calculation by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance & Transparency Rules.

Director Dealings

Andrew Male, Emma Priestley and Paul Gurney have participated in the Creditor Share Issue and have subscribed for the following Shares at a price of £0.002968 per Share:

·      91,854,451 Shares to Andrew Male;

·      19,878,706 Shares to Emma Priestley; and

·      53,060,587 Shares to Paul Gurney.

This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).

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About Cloudbreak Discovery PLC

Cloudbreak Discovery PLC is a leading natural resource project generator and royalty business. Cloudbreak is focused on energy royalty acquisitions with the aim of bringing near-term cashflow and driving shareholder value. Its primary operating jurisdiction is the United States, but the Company also deploys its project generation model in the international energy sector to acquire minority interests in projects of merit.

Through its wholly owned but independently operated subsidiary, Cloudbreak Exploration Inc., the Company plan to develop its array of mineral assets, whilst continuing to generate new projects with a particular focus on commodities key to the energy transition.

Cloudbreak's generative model across the energy and mineral sector enables a multi-asset approach to investing and exploration. Diversification within the natural resource sector and amongst resource classes is key to withstanding the cycles of investing.