Subscriptions and Issue of Equity

Bluebird Mining Ventures Ltd / EPIC: BMV.L / Market: FTSE / Sector: Mining

16 June 2025

Bluebird Mining Ventures Ltd

('Bluebird' or 'the Company')

Subscriptions and Issue of Equity

Bluebird Mining Ventures Ltd., a pan Asian gold project development company, is pleased to announce that it has entered into direct subscription agreements ("Direct Subscription") totalling £257,500 via a non-brokered funding round at £0.005p per share. The Direct Subscription was taken up by select professional investors and crypto investors. The Company will issue the equity upon receipt of the subscription funds, due to be received on or around 16 June 2025. Furthermore, Aidan Bishop has agreed to subscribe for £15,000 at the same price ("Director Subscription").

In addition to the Direct Subscription and the Director Subscription, Catalyse Capital Ltd ("Catalyse"), has issued a Conversion Notice for the remaining balance of an outstanding loan and associated interest totalling £60,000 ("Loan Conversion") under the terms of the loan agreement at £0.0023 per share. Furthermore, Catalyse has elected to convert £50,000 ("Loan Conversion") due from its loan facility at £0.005p per share, that was announced on 30 September 2024. In addition, £30,000 of equity will be issued to a service provider at a price of £0.005p per share ("Fee Shares").

The Direct Subscription, Director Subscription, Loan Conversions and Fee Shares, upon issue, will utilise the full existing permissible headroom available to the Company to allot new shares without publication of a prospectus.

Furthermore, the Company has received notice from Catalyse Capital Ltd and Tracarta Ltd ("Warrant Holders") that under the terms of the Warrant Instrument, relating to the funding announced on 30 September 2024, that the warrants will now reset to an exercise price of £0.0023 per share with the maturity on 30 September 2027 being unchanged. The warrant reset will result in the Warrant Holders now holding 93,755,435 warrants ("Restricted Warrants") each after the distribution described below. 

The Warrant Holders have agreed with the Company that no warrants will be exercised prior to 1 March 2026, and they have agreed to assign 25,750,000 of the Restricted Warrants to subscribers of the Direct Subscription who have agreed to abide by the same restrictions. The Restricted Warrant Certificates will be issued to subscribers of the Direct Subscription upon receipt of the subscription funds.

The subscription funds, when received, will solidify Bluebird's balance sheet, negate the requirement to draw down further from the Loan facility announced on the 30 September 2024 and allow for the acceleration of our renewed focus and pivot of marrying future Physical Gold streaming revenues with an active Bitcoin Treasury management focus. This is now complemented by the announcement of 12 June 2025 in which the Company, subject to final agreement, will augment this approach through the opportunistic purchase of 746 Bitcoin mining machines with related hosting capabilities that will utilise low-cost energy inputs, thus ensuring profitability.

The Company intends to continue with its "capital light" approach to Plc overhead as it navigates through this transitory period as this new strategy unfolds. To that extent, the Company will accelerate the search for a new CEO and looks forward to the imminent conclusion of the agreement regarding its Philippine project that is expected to result in perpetual exposure to the upside of the project without any further costs.

The Company will update the market shortly following the receipt of the proceeds of the Direct Subscription.

Bluebird Executive Director and Interim CEO Aidan Bishop said, "Solidifying the balance sheet including reducing debt to a minimal level is a very important first step as the Company commences its new journey on marrying its existing mining projects and expertise with the future that is "digital gold" aka Bitcoin and the growing global appetite for this nascent asset class. It is a positive sign that both professional and seasoned crypto investors will be joining the shareholder register as part of this raise and I expect that more will follow as the strategy unfolds in due course and we conclude our search for a new CEO with cryptocurrency expertise and experience"

**ENDS**

For further information please visit https://bluebirdmv.com or contact:

Jonathan Morley-Kirk Bluebird Mining Ventures Ltd Email: [email protected]