IND.L Regulatory News (IND)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE 12 June 2020

RECOMMENDED CASH ACQUISITION

of

IndigoVision Group plc ("IndigoVision")

By

Motorola Solutions International Holding Limited ("Bidco")

a wholly owned subsidiary of Motorola Solutions, Inc. ("Motorola Solutions")

COURT SANCTION OF SCHEME OF ARRANGEMENT

Further to the announcement made by IndigoVision and Bidco on 28 May 2020, IndigoVision is pleased to announce that, at the Court Hearing held earlier today, the Court sanctioned the Scheme. The Scheme will become effective upon the delivery of a certified copy of the Court Order to the Registrar of Companies, which is expected to take place on 16 June 2020.

Dealings in IndigoVision Shares are expected to be suspended with effect from 7.30 a.m. on 16 June 2020. Accordingly, 15 June will, as previously announced on 28 May 2020, be the last day of dealings in, and for the registration of transfers of, IndigoVision Shares. The admission to trading of IndigoVision Shares on AIM is expected to be cancelled with effect from 7.00 a.m. on 17 June 2020.

Scheme Shareholders who are on the register of members of IndigoVision at the Scheme Record Time, being 6.00 p.m. on 15 June 2020, will receive 405 pence in cash for each IndigoVision Share held within 14 days.

General

Capitalised terms in this announcement, unless otherwise defined, have the same meanings as set out in the Scheme document sent to IndigoVision Shareholders on 14 April 2020, a copy of which, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, is available on the IndigoVision website at www.indigovision.com/investors.

Enquiries:

Winston & Strawn LLP are retained as legal advisers to Motorola Solutions and Bidco. Shepherd and Wedderburn LLP are retained as legal advisers to IndigoVision.

Further information

finnCap Ltd, which is authorised and regulated by the FCA in the United Kingdom, is acting exclusively for Motorola Solutions and Bidco and no-one else in connection with the Acquisition and will not be responsible to anyone other than Motorola Solutions and Bidco for providing the protections afforded to clients of finnCap nor for providing advice in relation to the Acquisition or any other matter referred to in this Announcement.

N+1 Singer, which is authorised and regulated by the FCA in the United Kingdom, is acting exclusively as financial adviser and nominated adviser to IndigoVision and no-one else in connection with the Acquisition and will not be responsible to anyone other than IndigoVision for providing the protections afforded to clients of N+1 Singer nor for providing advice in connection with the Acquisition or any other matter referred to in this Announcement.

This Announcement is for information purposes only and does not constitute an offer to sell or an invitation to purchase any securities or the solicitation of an offer to buy any securities pursuant to the Acquisition or otherwise. The Acquisition will be made solely by means of the Scheme which will contain the full terms and conditions of the Acquisition, including details of how to vote in respect of the Acquisition.

This Announcement has been prepared for the purposes of complying with English law, Scots law, the Code and the AIM Rules and the information disclosed may not be the same as that which would have been disclosed if this Announcement had been prepared in accordance with the laws of any jurisdiction outside the United Kingdom.

This Announcement does not constitute a prospectus or prospectus exempted document.

No person should construe the contents of this Announcement as legal, financial or tax advice and any interested person should consult its own adviser in connection with such matters.

Publication on a website

Pursuant to Rule 26.1 of the Code, a copy of this Announcement and other documents in connection with the Scheme will, subject to certain restrictions, be available for inspection on www.motorolasolutions.com/investors and www.indigovision.com/investors no later than 12 noon (London time) on the Business Day following this Announcement. The contents of the websites referred to in this Announcement are not incorporated into, and do not form part of, this Announcement.

Request for hard copy

If you have received this Announcement in electronic form or by it being published on IndigoVision's website, you can obtain a hard copy of this Announcement by contacting Computershare Investor Services PLC at Corporate Actions Projects, Bristol, BS99 6AH or by telephoning +44 (0)370 707 1088 or by e-mailing IR@indigovision.com. You will not receive a hard copy of this Announcement unless you so request. You may also inform Computershare Investor Services PLC that you wish all future documents, announcements and information in relation to the Acquisition be sent to you in hard copy.

Important Information

If you are in any doubt about the contents of this Announcement or the action you should take, you are recommended to seek your own independent financial advice immediately from your stockbroker, bank manager, solicitor or independent financial adviser duly authorised under the Financial Services and Markets Act 2000 (as amended) if you are resident in the United Kingdom or, if not, from another appropriate authorised independent financial adviser.