BWA Group Plc - Subscription for New Shares by the Chairman

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

18 February 2026

BWA Group PLC

(“ BWA ”, or the “ Company ”)

Subscription for New Shares by the Chairman

BWA (AQSE:BWAP), the mining investment company with licences in Cameroon and Canada, is pleased to announce the subscription for 500,000 ordinary shares of 0.5p each (the “ Ordinary Shares ”), raising £2,500, by the Company’s Chairman, Jonathan Wearing (the “ Subscription ”).

 

The monies received from the Subscription will be used for general working capital purposes.

 

Admission and Total Voting Rights

 

An application will be made to the Aquis Stock Exchange for the 500,000 new Ordinary Shares to be admitted to trading on the AQSE Growth Market on or around 24 February 2026 (" Admission "). The 500,000 new Ordinary Shares will rank pari passu with the existing Ordinary Shares.

 

Following Admission, the enlarged issued share capital of the Company will consist of 970,765,698 Ordinary Shares, none of which are held in treasury. Therefore, the total number of voting rights in the Company will be 970,765,698 and from Admission this figure may be used by shareholders 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.

 

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

 

The new Ordinary Shares issued under the Subscription will be issued and allotted under the Company’s existing share authorities and following Admission, Mr Wearing will hold 285,482,528 Ordinary Shares, equivalent to 29.40% of the enlarged issued share capital of the Company.

 

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

 

 

Director/PDMR transactions

The following notification, made in accordance with the requirements of the UK Market Abuse Regulation, provide further details of the director and PDMR dealings by Craig Newman and James Patterson.