ENGAGE XR Holdings plc (AIM: EXR), a leading metaverse technology company, is pleased to announce that at its Extraordinary General Meeting ("EGM") held today, all resolutions relating to the issue of 219,879,015 new Ordinary Shares of €0.001 pursuant to the Placing announced on 6 February 2023 were duly passed.

Accordingly, application has been made to Euronext Dublin and to the London Stock Exchange for the Shares to be issued pursuant to the Placing ("Placing Shares") to be admitted to trading on Euronext Growth and AIM respectively ("Admission"). It is expected that settlement of the Placing Shares will occur, Admission will become effective and that dealings will commence in the Placing Shares at 8.00 a.m. (London Time) on 6 March 2023. The Placing is conditional, among other things, upon Admission becoming effective and the Placing Agreement  not being terminated in accordance with its terms.

Following Admission, and taking into account the shares to be issued pursuant to the Subscription, the Company's issued share capital will consist of 524,826,146 Ordinary Shares with one voting right each. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares and voting rights in the Company will be 524,826,146. With effect from Admission, this figure may be used by shareholders in the Company 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 share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Capitalised terms not otherwise defined in the text of this announcement have the meanings given to them in the Company's announcement dated 6 February 2023.

For further information on the Announcement, please contact:

ENGAGE XR Holdings plc:                                                                           +353 87 665 6708

David Whelan, CEO                                                              

Séamus Larrissey, CFO

Sandra Whelan, COO

Davy (Joint Broker & Euronext Growth Listing Sponsor)                  +353 1 679 6363

Barry Murphy / Lauren O'Sullivan

finnCap Ltd (Joint Broker & Nominated Adviser)                                 +44 (0) 20 7220 0500

Marc Milmo / Seamus Fricker / Sunila de Silva

Shard Capital Partners LLP (Joint Broker)                                             +44 (0) 20 7186 9952

Damon Heath / Erik Woolgar

The person responsible for arranging release of this Announcement on behalf of ENGAGE XR is Séamus Larrissey.

About ENGAGE XR

ENGAGE XR Holdings plc (AIM: EXR; Euronext Growth: EXR) is metaverse technology company focused on becoming a leading global provider of virtual communications solutions through its new fully featured corporate metaverse, ENGAGE Link.

The Company also has a proprietary software platform, ENGAGE. ENGAGE provides users with a platform for creating, sharing, and delivering VR content for education, training, and online events through its three solutions: Virtual Campus, Virtual Office, and Virtual Events.

EXR is listed on AIM in London and on the Euronext Growth Market in Dublin, a market operated by Euronext Dublin.

 For further information, please visit: www.engagexrholdings.com (LinkedIn: @Engage XR Holdings plc Twitter: @engage_xr)