22 June 2026

Marechale Capital plc

(“Marechale” or the "Company")

Result of General Meeting

Company Presentation

Director Dealing

Marechale Capital plc, an established City of London based corporate finance advisory business, developing into a fully integrated digital merchant bank providing corporate finance, capital markets and asset management services underpinned by a technology solutions and distribution platform, announces that at its General Meeting held earlier today, all resolutions were duly passed.

As such, the shareholder authorities in respect of the Proposed Acquisitions and the Conditional Subscription have now been granted and the effective date of the Proposed Acquisitions and the Conditional Subscription is expected to be 24 June 2026. Further details with respect to the expected timetable of events are set out at the end of this announcement.

Alongside Marechale, the enlarged group will comprise Stanford Capital Partners (“Stanford”), a UK SME-focused corporate finance and broking firm, Blubird Global, Inc (“Blubird”), an institutional-grade, multi-chain, global asset tokenisation platform, and NJC Capital Management VSA Private Fund Limited (“NJC Fund”) and NJC Capital Management Limited (“NJC Manco”), a systematic alternative investment fund and its manager, respectively (together, “NJC Capital”) (the “Group”).

The Company will pursue its strategy to expand its offering from traditional boutique corporate finance and taking stakes in the companies it advises, into a broader, tech-enabled platform comprising corporate finance, capital markets, tokenisation and asset management across both traditional and digital asset markets.

Company Presentation

The Company has prepared an updated presentation on the Group and following the completion of the General Meeting and upon completion of the Proposed Acquisitions and Conditional Subscription, the presentation will be made available on the Company’s website.

Director Dealing

As announced on 3 June 2026, Mark Warde-Norbury, Executive Chairman of the Company, participated in the Subscription, subscribing for 571,429 new ordinary shares in the Company at the Issue Price, representing in aggregate £10,000, set out as follows:

                                                                    Shareholding
                                                                Following
                  Number of       Subscription     Shareholding Subscription as
    Director  Ordinary Shares Price (p)        Following        a Percentage of
              Subscribed for                   Subscription     Enlarged Issued
                                                                Share Capital
                                                                (%)

    Mark          571,429         1.75p            13,853,431       5.38%
Warde-Norbury

Further details are set out in the Notification of Dealing Form below.

Admission and Total Voting Rights

Application has been made to the London Stock Exchange for the 137,846,002 New Ordinary Shares to be admitted to trading on AIM (“Admission”), which is expected to take place on, or around, 24 June 2026. The New Ordinary Shares will rank pari passu with the existing ordinary shares.

Following Admission, the Company’s enlarged share capital will comprise 257,287,255 ordinary shares of £0.008 each. No shares are held in treasury. Therefore, the total number of ordinary shares with voting rights will be 257,287,255. This figure may be used by shareholders as the denominator for calculations by which they will determine if they are required to notify their interest in, or a change of their interest in, the Company under the Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.

Patrick Booth-Clibborn, Chief Executive Officer of Marechale Capital:

“We are delighted to have received such strong support from both new and existing shareholders for this transformational transaction, which marks a significant milestone in the ongoing development of Marechale.

“We are excited to move forward alongside the teams at Stanford, Blubird and NJC Capital within the Group as we seek to fully leverage our market position as a full-service digital merchant bank. 

“The Group is already benefiting from a number of cross referrals and new business opportunities as we focus on further developing and expanding the business.”

Market Abuse Regulation (MAR) Disclosure

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ('MAR'). Upon the publication of this announcement via a Regulatory Information Service ('RIS'), this inside information is now considered to be in the public domain.

Enquiries

        Marechale Capital
                                                    Tel: +44 (0)20 7628 5582
    Patrick Booth-Clibborn / Mark Warde-NorburyCairn Financial Advisers LLP

      (Nominated Adviser)                           Tel: +44 (0)20 7213 0880

    Jo Turner / Sandy JamiesonVigo Consulting

      (Financial Public Relations)
                                                    Tel: +44 (0)20 7390 0230
    Jeremy Garcia / Joe Quinlanmarechale@vigoconsulting.com

Forward looking statement disclaimer

Certain statements made in this announcement are forward-looking statements. These forward-looking statements are not historical facts but rather are based on the Company's current expectations, estimates, and projections about its industry; its beliefs; and assumptions. Words such as 'anticipates,' 'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and other factors, some of which are beyond the Company's control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements.

The Company cautions shareholders and prospective shareholders not to place undue reliance on these forward-looking statements, which reflect the view of the Company only as of the date of this announcement. The forward-looking statements made in this announcement relate only to events as of the date on which the statements are made. The Company will not undertake any obligation to release publicly any revisions or updates to these forward-looking statements to reflect events, circumstances, or unanticipated events occurring after the date of this announcement except as required by law or by any appropriate regulatory authority.

Expected Timetable of Events

                                                          2026

        Effective completion of the Proposed              24 June
Acquisitions and the Conditional Subscription

                                                          On or around:

        Admission of the New Ordinary Shares              8:00 a.m. on 24 June

        CREST accounts credited with the New              Morning of 24 June
Ordinary Shares

        Dispatch of definitive share certificates
in respect of the New Ordinary Shares in relation         No later than 2 July
to the Conditional Subscription

        Dispatch of definitive share certificates
in respect of the New Ordinary Shares in relation         No later than 8 July
to the Proposed Acquisitions

The dates and times given are indicative only and are based on the Company’s current expectations. If any of the expected times and/or dates above change, the revised times and/or dates will be notified to the Shareholders by announcement through a Regulatory Information Service. All references to time in this announcement are to London (UK) time.

Capitalised terms in this announcement have the meaning ascribed to them in the Definitions section of the Circular and Notice of General Meeting announced on 3 June 2026. The Circular is available on the Company's website https://marechalecapital.com/ . 

      Notification of a Transaction pursuant to Article 19(1) of Regulation
(EU) No. 596/2014

      1        Details of the person discharging managerial
         responsibilities/person closely associated

      a.       Name                        Mark Warde-Norbury

      2        Reason for
         notification

      a.       Position/Status            Executive Chairman

      b.       Initial notification/       Initial Notification
         Amendment

      3        Details of the issuer, emission allowance market participant,
         auction platform, auctioneer or auction monitor

      a.       Name                        Marechale Capital plc

      b.       LEI                         213800WAVVOPS85N2205

               Details of the transaction(s): section to be repeated for (i)
      4  each type of instrument; (ii) each type of transaction; (iii) each
         date; and (iv) each place where transactions have been conducted

               Description of the
         financial instrument, type        Ordinary Shares
      a. of instrument
                                          ISIN: GB0005401087

         Identification Code

      b.       Nature of the               Purchase of ordinary shares
         transaction

                                            Price(s) per share       Volume(s)
     c)       Price(s) and volume     (p)
         (s):
                                           1.75p                     571,429

               Aggregated                  571,429
      d. information
                                           1.75p
             --        Volume
             --        Price
      e.       Date of the                 22/06/2026
         transaction

      f.       Place of the                AIM
         transaction