IMO.L Regulatory News (IMO)

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THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

21 DECEMBER 2020

RECOMMENDED CASH OFFER

for

IMImobile PLC ("IMImobile")

by

Cisco Systems Holdings UK Limited ("Bidco")

an indirect wholly-owned subsidiary of Cisco Systems, Inc. ("Cisco")

IP Licensing Agreement

On 7 December 2020, the board of directors of Bidco and the Independent Directors of IMImobile announced that they had reached agreement on the terms of a recommended cash offer by Bidco for the acquisition of the entire issued and to be issued ordinary share capital of IMImobile (the "Offer"). The Offer is intended to be effected by means of a scheme of arrangement under Part 26 of the Companies Act (the "Scheme").

Capitalised terms used in this announcement shall, unless otherwise defined, have the same meanings as set out in the announcement dated 7 December 2020 (the "Offer Announcement").

IMImobile and Cisco today announce that they have entered into an IP Licencing Agreement pursuant to which IMImobile has granted Cisco a non-exclusive worldwide right and licence for an initial period of up to 3 years to:

· advertise, promote, demonstrate, sell, distribute and otherwise market certain of IMImobile's current or future products either directly or indirectly, including on a stand-alone basis and/or bundled with a Cisco product to provide support to Cisco customers; and

· to sub-license and authorise the granting of sub-licences, including for support and inter-operability testing and potentially development for certain of IMImobile's product on a stand-alone basis and/or bundled with a Cisco product.

As set out in the Offer Announcement, Cisco values IMImobile's products and services highly and wishes to utilise them as part of its product offering as soon as practicable. The IP Licensing Agreement provides Cisco with access to those IMImobile products on standard commercial terms with immediate effect and will continue in the event that the Offer were not complete for any reason.

The entry into the IP Licensing Agreement offers IMImobile the possibility of significant revenue for future years with or without the Offer being successful. This, in addition to the increasing momentum from digital transformation trends, the new client wins in the North American market and the pipeline of opportunities, means that the Board expects the trading performance for FY22 to be further enhanced from its previous expectations.

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