Deepverge PLC - Completion of Compulsory Acquisition; TVR

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION. IN PARTICULAR, THIS ANNOUNCEMENT SHOULD NOT BE RELEASED, PUBLISHED, DISTRIBUTED, FORWARDED OR TRANSMITTED, IN WHOLE OR IN PART, IN, INTO OR FROM ANY RESTRICTED JURISDICTION, INCLUDING THE US.

15 JANUARY 2021

RECOMMENDED ALL SHARE OFFER

for

MODERN WATER PLC

by

DEEPVERGE PLC

COMPLETION OF COMPULSORY ACQUISITION

On 28 August 2020 the board of directors of DeepVerge PLC (DeepVerge) and the Independent Directors of Modern Water PLC (Modern Water) announced that they had reached agreement on the terms of a recommended all share offer to be made by DeepVerge for the entire issued and to be issued share capital of Modern Water (the Offer).  The full terms and conditions of the Offer and the procedures for acceptance were set out in the offer document published by DeepVerge on 13 October 2020 (the Offer Document).

As at 1.00 p.m. on 17 November 2020, the closing date of the Offer, DeepVerge had received valid acceptances from shareholders of Modern Water in respect of a total of 520,323,686 Modern Water Shares, representing approximately 93.47% of the issued share capital of Modern Water.

Compulsory acquisition

Further to DeepVerge's announcement on 17 November 2020 that it had received valid acceptances in respect of more than 90% in nominal value of the Modern Water Shares to which the Offer relates, the Company commenced compulsory acquisition proceedings under sections 974-991 of the Companies Act 2006. The Company announces that the compulsory acquisition of all remaining Modern Water Shares has now completed.

Share allotment

The Company has today allotted 3,636,915 New DeepVerge Shares in respect of the Modern Water Shares compulsorily acquired, and application will be made for these shares to be admitted to trading on AIM ("Admission"). Admission is expected to occur at 8.00 a.m. on 20 January 2021.

Total Voting Rights

The Company's total issued share capital, following the issue of the new Ordinary Shares, will be 169,514,211 ordinary shares of 0.1 pence per share. As the Company does not hold any shares in Treasury, 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 following Admission.

Enquiries

About DeepVerge plc (www.deepverge.com)

DeepVerge is an environmental and life science group of companies that develops and applies AI and IoT technology to analytical instruments for the analysis and identification of bacteria, virus and toxins. Utilising artificial intelligent data analytics to scientifically prove the impact of skincare product claims on skin microbiome for most of the top 20 global cosmetic company clients and remotely detect and identify in real-time, dangerous pathogens in wastewater treatment plants, drinking water, rivers, lakes and reservoirs.