ADMISSION OF ORDINARY SHARES & TOTAL VOTING RIGHTS

FOR IMMEDIATE RELEASE

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION.

4 July 2024

MARWYN ACQUISITION COMPANY II LIMITED ("COMPANY" OR "MAC II")

ADMISSION OF ORDINARY SHARES AND TOTAL VOTING RIGHTS

MAC II announces that, further to its announcement of 28 June 2024 relating to the successful placing of and subscription for 30,000,000 ordinary shares ("New Ordinary Shares"), and the conversion of 12,000,000 A shares of the Company into ordinary shares ("Conversion Shares"), 42,000,000 ordinary shares (comprising the New Ordinary Shares and the Conversion Shares) have today been admitted to the standard listing segment of the Official List of the Financial Conduct Authority ("FCA") and to trading on the main market for listed securities of the London Stock Exchange under the ticker "MAC2" ("Admission").

Total Voting Rights

In accordance with the FCA's Disclosure Guidance and Transparency Rules ("DGTRs"), the Company confirms that following Admission, it has in issue 42,700,000 ordinary shares of no par value and carrying one voting right each. The Company does not hold any ordinary shares in treasury. Accordingly, the total number of voting rights in the company is 42,700,000 which should be used by shareholders as the denominator for the calculations by which they will determine to notify their interest in, or a change to their interest in the Company under the DGTRs.

Enquiries

IMPORTANT NOTICES

Neither this announcement nor any copy of it may be taken or transmitted directly or indirectly into or from any jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction. Any failure to comply with this restriction may constitute a violation of such laws or regulations. Persons into whose possession this announcement or other information referred to herein comes should inform themselves about, and observe, any restrictions in such laws or regulations. This announcement has been prepared for the purpose of complying with the applicable law and regulation of the United Kingdom and information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws and regulations of jurisdictions outside the United Kingdom.

This announcement does not constitute or form part of any offer, invitation to sell, otherwise dispose of or issue, or any solicitation of any offer to purchase or subscribe for, any shares or other securities nor shall it or any part of it, nor the fact of its distribution form the basis of, or be relied on in connection with, any contract commitment or investment decision.

This announcement does not constitute an offer of securities for sale in the United States or an offer to acquire or exchange securities in the United States. No offer to acquire securities or to exchange securities for other securities has been made, or will be made, directly or indirectly, in or into, or by use of the mails, any means or instrumentality of interstate or foreign commerce or any facilities of a national securities exchange of, the United States or any other country in which such offer may not be made other than: (i) in accordance with applicable United States securities laws or the securities laws of such other country, as the case may be; or (ii) pursuant to an available exemption from such requirements. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or under the securities laws of any state or other jurisdiction of the United States.