DEV.L Regulatory News (DEV)

21 June 2021

Dev Clever Holdings plc

("Dev Clever" or the "Company")

Tactical Partnership and Contract Agreement with Aldebaron DMCC

-US$50 million minimum guaranteed revenues over next 4 years-

Dev Clever (LSE: DEV), a leading developer of online and immersive career guidance and development platforms, is pleased to announce that it has secured a breakthrough tactical partnership with Aldebaron DMCC ("Aldebaron"). Aldebaron is a Dubai based organisation focused on the distribution, delivery and implementation of consumer facing technology and next generation impactful digital solutions into emerging markets across the world.

The tactical partnership is an immediate major endorsement of the Company's announcement earlier today regarding the acquisition and activation of multiple Career Challenge ("CC") initiatives first scheduled for the UK and India.

Background

The Company announced on 3 February 2021 that it had secured a material licensing agreement for its core EdTech services, with an unnamed client ("the Client"). This agreement related to the Client's forthcoming new "social media" proposition and today's agreement with Aldebaron is a seamless extension of that original arrangement. During the past several months various aspects of the Dev Clever proposition have been successfully tested in closed Beta with the Client and today's Aldebaron agreement becomes the central conviction "go to market education initiative" for the Client. The Company remains under strict NDA with the Client and Aldebaron (together the "Parties") until general release of the Client's exciting proposition.

Platform integration

There will be a full platform integration to deliver the best possible support and frictionless experience for students, brands, employers and educational institutions to understand, connect, engage and transact. This will include other activities such as enabling students to communicate, interact and curate with their peers, for example by taking part in live Q&A from participating companies and in social and community activities both in the digital and physical world.

Dev Clever, the Client and Aldebaron anticipate that this bespoke end-to-end solution can provide a transformational and positively disruptive tool for work experience and recruitment to manage the longer-term career for many millions of young individuals whilst concurrently providing a highly tailored and inclusive solution for many brands, employers and educational institutions across the world.

Partnership terms

The tactical partnership will enable the Company to commit to a vastly accelerated global rollout plan across Asian territories, starting in India in partnership with NISA and then extending across Indonesia, Thailand, Singapore, Malaysia, Philippines and into the Middle East and Africa over the next three years.

To facilitate this accelerated rollout, Aldebaron in conjunction with the Client, have undertaken to provide Dev Clever with the following minimum US$ revenue guarantees for the financial years ending 31 October:

· FY21: 5 million

· FY22: 10 million

· FY23: 15 million

· FY24: 20 million

The Partners are expected to enter into complementary long-term subscription and transaction revenue and profit share arrangements at the signing of definitive documentation and prior to the full roll-out of the services. Moreover, there is a rolling option to extend the Aldebaron partnership for an additional two years with a minimum additional commitment of US $20 million per annum in favour of Dev Clever. The Parties will work closely together and expect to achieve considerable incremental economic and other benefits when it comes to attracting brands, employers and educational institutions from becoming active endorsers and participants of the proposed initiatives as described above.

Aldebaron Equity Purchase Right

In consideration for the tactical partnership between Aldebaron and the Company and the proposed minimum guaranteed revenue streams, Dev Clever will grant to Aldebaron:

· Option to acquire seven million Dev Clever shares at a nominal value during the period commencing on the date of signing definitive documentation for the tactical partnership and ending on the expiry of six months thereafter; and

· Warrant to subscribe for 60 million Dev Clever shares at a price of 60 pence per share, exercisable for a period of three years from the date of grant. This warrant once issued would be assignable under certain conditions by Aldebaron.

Chris Jeffries, Chief Executive Officer of Dev Clever, commented:

"This partnership is transformational for the Company and for the innovative end-to-end proposition we can offer students in terms of careers guidance. At the same time brands, employers and educational institutions can through hyper personalisation start to activate and target young individuals and students much more effectively. We have made really substantive progress over the past eighteen months and whilst there is a lot of incremental work to be done, we are genuinely confident that today is the starting point of delivering a game-changer solution for our stakeholders in the relatively near-term future."

Ben Manners, Director of Aldebaron DMCC, commented:

"We are pleased to be partnering with Dev Clever in order to help accelerate their international rollout plans into the Asia and MENA regions. The vibrancy and desire to progress in life from young individuals and students in emerging markets is undiminished. Aldebaron strongly believes that collaboration and connecting the right touch points early in life will create much better and long-lasting connections between youth and relevant education on the one hand and seamlessly into early and longer-term career roles and development on the other hand. We believe strongly that the smart integration of Dev Clever's innovative and proven solutions with our partner proposition has the clear potential to benefit the future livelihoods of tens of millions across the world and at the same time deliver much better outcomes for brands and employers. That is very clearly worth investing into and that is absolutely what we intend to do'.

This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).

-ends-

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Notes to Editors

Dev Clever Holdings plc, together with its wholly owned subsidiary DevClever Limited, is a software and technology group based in Tamworth, United Kingdom, specialising in the use of lightweight integrations of cloud-based VR and gamification technologies to deliver rich customer engagement experiences across both the education and commercial sectors. In January 2019, Dev Clever listed on the Standard List of the London Stock Exchange. The Group's core focus is the development and commercialisation of its core platforms - Educate (its primary focus) and Agency Services (its secondary focus).

Educate Division:

Through Educate, Dev Clever aims to reduce the global skills shortage by delivering an enhanced careers guidance service via its online platform, Launchyourcareer.com, and virtual reality software (Victar VR). The business has established a global partnership with Lenovo to roll its service worldwide, with offerings already on the market in the UK, US and Canada. Dev Clever is also focused on the Indian market and has partnered with its National Independent Schools Alliance (NISA) and content provider Veative to provide a comprehensive service offering within Indian budget private schools. Through this, the business is developing and intends to launch a direct-to-consumer offering in India.

Agency Services:

The Company's Agency Services division provides customers from the retail, brand and hospitality sectors with bespoke application and customisation of the Group's proprietary cloud-based products in order to increase consumer engagement, transactional efficiencies and enhance customer experience within their venues.

For further information, please visit www.devcleverholdingsplc.com.