The London Tunnels PLC

Share Issue/Capital Change • Jun 23, 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION OR TO ANY NATIONAL, RESIDENT OR CITIZEN THEREOF. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, ADVERTISING, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN THE LONDON TUNNELS PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION SHALL FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH, ANY INVESTMENT DECISION IN RESPECT OF THE LONDON TUNNELS PLC.

20 June 2025

THE LONDON TUNNELS ANNOUNCES PLACEMENT OF NEW SHARES, CLOSING OF INITIAL PLACING AND LAUNCH OF NEW PLACING FOR NEXT STAGE OF DEVELOPMENT

The London Tunnels PLC (the "Company") announces it has received subscriptions for 74,965 new ordinary shares in the capital of the Company (the "Ordinary Shares") at an issue price of £2.00 per share. In addition, the Company announces the closing of the initial placing and a new placing for the next step in its development. The Company also received updated legally binding commitments of £24.6 million, subject to resolving various settlement procedures.

The new Ordinary Shares will be issued and admitted to listing and trading on Tuesday 24 June 2025. Following the issue, the Company will have issued 4,972,558 new Ordinary Shares since its listing on Euronext Amsterdam on 27 June 2024 and the total number of issued Ordinary Shares will be 70,473,480.

The capital raised in the initial placing, combined with proceeds from the issue of convertible bonds and loan notes, has enabled the Company to acquire the leasehold title, receive planning permission, advance planning and design activities, and fund the next step in its development.

The Company now announces a new placing for the next stage of its development.

The Company plans to restore, renovate and develop the Kingsway Exchange Tunnels (the "Tunnels") to create a major tourist attraction. Since obtaining the listing on Euronext Amsterdam on 27 June 2024 (the "Listing Date"), the Company has reached several major milestones in its development.

• Full planning permission was granted by the London Borough of Camden; following approval from the City of London Corporation, the London area where the Tunnels are located.
• In early 2025, British Telecommunications plc transferred the Tunnels to Exchange Tunnels Limited, after which the Company acquired the leasehold.
• In May 2025, the Company announced its collaboration with the UK-based Museum of Military Intelligence which will relocate its permanent exhibition to the Tunnels, showcasing the history of military intelligence and the military use of the Tunnels.

In addition to the permanent exhibition of the Museum of Military Intelligence, the Company is actively seeking partnerships with strategic organisations that attract a wide and diverse audience and bring the unique history to life.

The New Placing

The Company intends to undertake a placing of new Ordinary Shares in the capital of the Company (the "Placing Shares") to institutional investors and other investors (the "New Placing") at a price of £2.00 per Placing Share for up to 180 days as of 25 June 2025 (the "Placing Period"). The total number of Placing Shares to be issued pursuant to the New Placing will not exceed 30% of the Company's existing issued share capital. This amount will be used for the development of the project over the next 1-2 years. The Placing Shares will be offered on the basis that no prospectus will have to be published or any filing will be required in the European Economic Area, the United Kingdom or any other jurisdiction for offers of Placing Shares.

In May 2025, the Company received updated irrevocable commitments for £24,600,000, subject for the Ordinary Shares to be acceptable for investment by recognised investment platforms and tradable via electronic trading platforms that require settlement via Euroclear rather than Euroclear Bank, and without stamp duty reserve tax being applied. It is the Company's aim to continue to aim to resolve these settlement matters.

Allocation

Prospective institutional investors and other investors may subscribe for Placing Shares during the Placing Period. Placing Shares will be allocated to eligible investors on a 'first come first served' basis. In the event the New Placing is over-subscribed, the New Placing will be closed and subscription for Placing Shares will no longer be possible. In such case, the Company will issue a press release with respect to the end of the New Placing, which will also be posted on the Company's website (www.thelondontunnels.com).

Delivery

Delivery of the Placing Shares will take place on a rolling basis. Every Tuesday during the Placing Period, ending on the Tuesday following the end of the Placing Period, all Placing Shares subscribed for during the previous week will be delivered.

Liquidity pool and lock-up

In order to maintain market stability during the Placing Period, the liquidity pool, as set out in the prospectus published by the Company on 24 June 2024, will continue to remain in place.

In addition, in order to maintain market stability during the New Placing, the lock-up provisions agreed with all shareholders holding Ordinary Shares on Listing Date will also be extended with a period of 180 days, as a result of which the lock-up restrictions shall terminate in relation to Cupcake Partners Limited 810 days following the Listing Date and for each other shareholder: (a) 540 days following the Listing Date for 25% of the Ordinary Shares held by the shareholder on the Listing Date; (b) 630 days following the Listing Date for 50% of the Ordinary Shares held by the shareholder on the Listing Date; (c) 720 days following the Listing Date for 75% of the Ordinary Shares held by the shareholder on the Listing Date; and (d) 810 days following the Listing Date for 100% of the Ordinary Shares held by the shareholder on the Listing Date.

ABOUT THE LONDON TUNNELS

The Company was founded to preserve and transform the Tunnels, built as part of the United Kingdom Government's strategy to protect its citizens from bombing during what became known as the London Blitz, into a major tourist attraction targeting up to 3 million visitors per year. The mile-long series of tunnels have been kept secret for nearly 70 years. Right in the centre of London, one of the most visited cities in the world, the tunnels are envisaged to become the capital's most spectacular underground tourist attraction, offering a combination of historical heritage experiences and a cultural, multi-sensory, digital experience. For more information, please see: www.thelondontunnels.com.

FOR MORE INFORMATION

CFF Communications Tavistock (UK enquiries) Uneke Dekkers Jos Simson / Rebecca Hislaire uneke.dekkers@cffcommunications.nl thelondontunnels@tavistock.co.uk +31(0)650261626 +44 (0) 20 7920 3150

IMPORTANT NOTICE

This announcement is not for release, publication or distribution in whole or part, directly or indirectly, in or into the United States, Australia, Canada, South Africa, New Zealand or Japan or any other jurisdiction where such distribution would be unlawful. This announcement does not constitute a prospectus or form part of any offer to sell, or any invitation or solicitation of an offer to buy, Ordinary Shares to any person in any jurisdiction to whom or in which such offer or solicitation is unlawful, including the United States (including its territories or possessions or any State of the United States and the District of Columbia (the "United States"), Australia, Canada, South Africa, New Zealand or Japan.

The information contained in this announcement is for background purposes only, and does not purport to be full or complete. No reliance may be placed for any purpose whatsoever on the information or opinions contained in this announcement or on the completeness, accuracy or fairness of such information and opinions. Important limitations and other considerations in respect of the foregoing, including further discussions of risks related to any investment in the Company, is set out in the prospectus relating to Admission and found on the Company's website (set out above).

The securities described herein have not been registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act.

This announcement is being distributed only to and directed only at persons (a) if in an EEA member state, who are qualified investors within the meaning of article 2(e) of the Prospectus Regulation, (b) in the United Kingdom who (i) have professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended ( the "Order"), (ii) fall within the definition of "high net worth companies, unincorporated associations, etc." in Article 49(2)(a) to (d) of the Order and (iii) are "qualified investors" as defined in article 2(e) of the Prospectus Regulation as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation"); and (c) to whom it may lawfully be communicated) (together "Relevant Persons").

This announcement may include statements that are, or may be deemed to be, "forward-looking statements" including its financial targets and objectives relating to the business, financial performance, results of operations, financial condition, liquidity, prospects, growth and strategies and results of the Company and industry in which it operates. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "targets", "anticipates", "expects", "intends", "may", "will", "forecast" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. No representation is made that any of these statements or forecasts will come to pass or that any forecast results will be achieved. Any forward-looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's business, results of operations, financial position, liquidity, prospects, growth and strategies. Forward-looking statements speak only as of the date they are made.

For the avoidance of doubt, the contents of the Company's website or any website directly or indirectly linked to the Company's website, are not incorporated by reference into, and do not form part of, this announcement.