TERN PLC

Capital/Financing Update • Jun 11, 2018

11-Jun-2018 / 07:00 GMT/BST

Dissemination of a RegulatoryAnnouncement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement.

11 June 2018

Tern Plc (the "Company", or the "Group") Issue of Loan to Device Authority

Tern Plc (AIM:TERN), the investment company specialising in the Internet of Things ("IoT"), announces that it has paid US\$303,954 to its por*olio company, Device Authority ("DA"), represen,ng a conver,ble secured loan (the "DA Loan"). Following this payment, Tern's total conver,ble loan note posi,on with DA is US\$1,175,867.

The total funds secured by DA through this facility are US\$425,000 from DA's exis,ng shareholders, including Tern.

In providing this support, DA's shareholders, including Tern, are pleased by the con,nued progress DA is making in the form of partnerships and the implementa,on of its KeyScaler pla*orm.

This third tranche of the conver,ble loan note accrues an interest coupon of 5% and is conver,ble automa,cally on an equity fundraising in DA of at least USD\$2.5 million to be completed before 28 September 2018 ("Qualifying Fundraising"). The conversion will be into the most senior class of shares issued on the Qualified Fundraising at the lowest fundraising price per share.

If the Qualifying Fundraising is not completed before 28 September 2018, but DA is able to procure an exit, the providers of the loan can elect to either receive 300% of the principal amount of the loan notes held by them in addi,on to the accrued interest, or to convert the loan and accrued interest into Class A Preference Shares of DA at a conversion price of £0.036681585 per share.

Providers of the DA loan shall also be issued 2.6 warrants ("Warrants") for each \$1 of loan notes subscribed for by them (rounded down to the nearest whole number). The Warrants shall have a term of seven years and be exercisable from now and give each Warrant holder the right to subscribe for one Class A Preference Share of DA for each Warrant held by them at an exercise price of £0.036681585 per share.

As part of this process, it has been agreed by all noteholders that all previous conver,ble loan notes provided to DA have their maturity date extended to 28 September 2018.

Al Sisto, CEO of Tern, said:

"Given the posi,ve progress we have seen from DA through its recent partnerships and product launches, we are pleased to u,lise our solid cash posi,on to support this exci,ng company. All our por*olio companies are strengthening their market posi,on, and we are financially well posi,oned to con,nue suppor,ng them during the next 12 months. With this in mind, we look forward to repor,ng their future developments."

This announcement contains inside informaon for the purposes of Arcle 7 of EU Regulaon 596/2014

Enquiries Tern Plc Al Sisto/Sarah Payne	via Redleaf Communica,ons
WH Ireland (NOMAD and joint broker) Mike Coe/Ed Allsopp	Tel: 0117 945 3470
Whitman Howard (Joint broker) Nick Lovering/Francis North	Tel: 020 7659 1234
Redleaf Communica-ons Elisabeth Cowell/Fiona Norman	Tel: 020 3757 6880

ISIN: GB00BFPMV798 Category Code:MSCH TIDM: TERN LEICode: 2138005F87SODHL9CQ36 Sequence No.: 5634 EQS News ID: 694009

End ofAnnouncementEQS News Service