Item 4 — Purpose of Transaction
Item 4 of the Original Schedule 13D is hereby amended and supplemented by adding the following: Subscription Facility Agreement On March 26, 2026, the Issuer entered into a subscription facility agreement (the "Subscription Facility Agreement") with Growler, pursuant to which the Issuer may request up to US$5,000,000 in aggregate capital by delivering drawdown notices to Growler during the period ending March 26, 2027. Growler has agreed to fund each requested tranche, subject to the conditions of the Subscription Facility Agreement. Tranches are subject to a minimum of US$500,000 and a maximum of US$1,000,000 each, unless otherwise agreed by Growler in writing. Each drawdown requires: (i) unanimous board approval; (ii) auditor confirmation supporting a going-concern opinion in the relevant accounts; and (iii) representations and warranties of the Issuer true and correct in all material respects. Pricing Mechanism The subscription price per ADS for each tranche equals 100% of the average Nasdaq Official Closing Price of the Issuer's ADSs (Nasdaq: ARBK) over the five (5) trading days ending on the trading day immediately preceding the applicable drawdown notice date (the "5-Day NOCP"). Each ADS represents 2,160 Ordinary Shares of (pound)0.001 each. The subscription price is subject to a floor price per ADS and Nasdaq minimum pricing requirements under Listing Rule 5635(d). Initial Tranche On March 26, 2026, the Issuer delivered Drawdown Notice No. 1 to Growler requesting the Initial Tranche of US$2,500,000, which exceeds the standard per-tranche maximum; Growler agreed in writing to fund this above-standard amount as permitted by the Subscription Facility Agreement and also waived the standard 10-Trading Day notice period. The applicable 5-Day NOCP was US$2.948 per ADS (being the average of: US$3.03 on March 16, US$3.01 on March 17, US$2.89 on March 18, US$2.90 on March 19, and US$2.91 on March 20, 2026). At this price, the Initial Tranche results in the issuance of 847,693 Restricted ADSs (representing 1,831,016,880 Ordinary Shares) to Growler, with the Tranche Closing Date (ADS delivery) of April 9, 2026. True-Up Conversion Simultaneously with the Initial Tranche, the Subscription Facility Agreement provides for the conversion into equity of prior payments totaling US$1,259,297.68 made by or on behalf of Growler to or for the account of the Issuer, comprising: (a) US$271,797.68 on December 8, 2025; (b) US$112,500.00 on December 12, 2025; (c) US$775,000.00 on December 22, 2025; and (d) US$100,000.00 on January 15, 2026. The True-Up Payments are converted at the same subscription price as the Initial Tranche (US$2.948 per ADS), resulting in the issuance of 427,170 Restricted ADSs (representing 922,687,200 Ordinary Shares) to Growler. The True-Up Payments do not reduce the remaining availability under the Subscription Facility Agreement. The Ordinary Shares issued in respect of the True-Up Conversion count towards the Exchange Cap described below. Exchange Cap The Subscription Facility Agreement limits the aggregate number of new Ordinary Shares issuable thereunder to 19.99% of the Issuer's outstanding Ordinary Shares as of March 26, 2026, being approximately 5,768,648,865 Ordinary Shares (approximately 2,670,671 ADSs), unless shareholder approval is obtained. Taking into account the 2,753,704,080 Ordinary Shares issued in respect of the Initial Tranche and the True-Up Conversion, approximately 3,014,944,785 Ordinary Shares (approximately 1,395,808 ADSs) remain available under the Exchange Cap. Registration Rights The Subscription Facility Agreement requires the Issuer to file a resale registration statement on Form F-3 covering the Restricted ADSs issued thereunder within 45 days of March 26, 2026 (being on or before May 10, 2026) and to use commercially reasonable efforts to cause such registration statement to become effective as soon as practicable thereafter. Continued Investment Intent Each Reporting Person acquired the securities described in this Amendment in connection with the Subscription Facility Agreement and intends to review its investment in the Issuer on a continuing basis. Each Reporting Person may acquire additional securities of the Issuer pursuant to the Subscription Facility Agreement or otherwise, or may retain or, subject to applicable transfer restrictions under the Amended and Restated Restricted Issuance Agreement with JPMorgan Chase Bank, N.A. as depositary, sell or otherwise dispose of all or a portion of the securities held, at any time and from time to time without prior notice, depending on an ongoing evaluation of the Issuer's business, financial condition, operations and prospects; price levels of the Issuer's securities; general market, industry and economic conditions; and other future developments. The Reporting Persons do not currently have any plan or proposal that would result in or relate to any of the transactions or changes enumerated in paragraphs (a) through (j) of