BWA Group plc

Board/Management Information • May 29, 2025

National Storage Mechanism | Additional information

BWA Group Plc - £440,000 Financing by Chairman

PR Newswire

LONDON, United Kingdom, May 29

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.

29 May 2025

BWA Group PLC

(“ BWA ”, or the “ Company ”)

£440,000 Financing by Chairman  

BWA (AQSE:BWAP) the mining investment company with licences in Cameroon and Canada, is pleased to announce that the Company’s chairman, Jonathan Wearing has provided financing totalling £440,000 to further develop the Company’s heavy mineral sands exploration projects in Cameroon (the “ Financing ”).

The Financing includes a subscription for 33,333,334 ordinary shares of 0.5p each (“ Ordinary Shares ”) at a price of 0.6 pence per Ordinary Share, raising £200,000, by the Company’s Chairman, Jonathan Wearing (the “ Subscription ”) and an ongoing loan facility to the Company for £240,000, which has been drawn down (the “ Facility ”).   The Facility is unsecured and interest free and the balance repayable by 30 June 2027.

The new Ordinary Shares issued under the Subscription will be allotted under the Company’s existing unspent share issue authorities and are expected to be admitted to trading on the AQSE Growth Market on 4 June 2025 (“ Admission ”).     On Admission, Mr Wearing will hold 275,280,082 Ordinary Shares, equivalent to 28.37% of the Ordinary Shares on Admission.     Mr Wearing’s holding includes Ordinary Shares held by Tricastle Investments Limited, a company he controls.

The Subscription and Facility constitute related party transactions under the AQSE Growth Market Access Rules.     The Board has concluded, having exercised reasonable care, skill and diligence, that the Subscription and Facility are fair and reasonable as far as the shareholders of the Company are concerned.

On Admission, the Company will have   970,265,698   Ordinary Shares in issue, each with one voting right. The Company does not hold any shares in treasury and therefore the total number of voting rights in the Company is 970,265,698. This figure should be used by shareholders from Admission as the denominator for the calculations by which they will 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 and Transparency Rules.

For further information on the Company, please visit www.bwagroupplc.com/index.html or:

BWA Group PLC James Butterfield Managing Director	+44 (0) 7770 225 253 [email protected]
Allenby Capital Limited Corporate Adviser	+44 (0)20 3328 5656 Nick Harriss/Lauren Wright
Oberon Capital Broker	+44 (0)20 3179 5300 Nick Lovering/Adam Pollock

*This announcement contains inside information for the purposes of the UK Market Abuse Regulation and the Directors of the Company are responsible for the release of this announcement.***

Market Abuse Regulation (MAR) Disclosure

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.

Name	Jonathan Wearing
Reason for notification	Director of BWA Group Plc
	Initial
Details of the issuer, emission allowance market participant, auction   platform, auctioneer, or auction monitor	BWA Group Plc
LEI	213800XG3K7PTAAG8630
Description of the financial instrument, type of instrument	Ordinary shares of 0.5p each
Identification code	ISIN: GB0033877555
Nature of the transaction	Subscription for Ordinary Shares
Price(s) and         volume(s)	33,333,334   0.6p per Ordinary Share
Aggregated information   Aggregated volume Price	N/A
Date of the transaction	28/5/25
Place of the transaction	N/A

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