Sabien Tech. Regulatory News (SNT)

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.

1 February 2022

Sabien Technology Group plc

("Sabien" or the "Company" or the "Licensee")

Update on Licence agreement with Proton Technologies Canada Inc.

The Board of Sabien Technology Group plc (AIM:SNT), a Company focused on a Green Aggregation Strategy, announces today that it has signed a Licence Agreement (the "Agreement") with Proton Technologies Canada Inc., ("Proton" or the "Licensor") in relation to a hydrogen processing licence within UK territories and an option over the construction and operation of a City Oil Field ("COF") facility located on Proton's site in Saskatchewan, Canada. This follows on from the signed Heads of Terms announced on 11 November 2021.

The key elements of the Agreement are:

1. Proton grants to Sabien a non-transferable, non-exclusive license to use and exploit any and all of Proton's Technology Rights, for producing up to 20 tonnes of hydrogen per day in total, within the onshore areas of the United Kingdom (Great Britain and Northern Ireland) and the offshore areas within United Kingdom Territorial Waters for the purpose of making hydrogen and sequestering carbon using the processes provided for within the Proton's patents and intellectual property (the "License"). The Licence is non-transferable except to majority owned or controlled subsidiaries of the Licensee or in all other cases by written unanimous consent of the directors of the Licensor. Quantities of hydrogen to be recorded by Sabien and reported to Proton on a monthly basis.

2. Proton hereby grants an option to install an initial 24 tonnes per day, and up to 120 tonnes/day COF recycling plant (the "Facility") on the Licensor's site in Saskatchewan, Canada (the "Site"), the Facility is to be developed and operated through a special purpose vehicle, in which it is anticipated that Sabien will hold a minority equity position (the "SPV"), the SPV is to be externally funded. The parties acknowledge and agree that:

· installation of the Facility at the Site is subject to regulatory approval (environmental and planning), which will be applied for when commercially expedient;

· subject to receiving such approvals, the parties shall enter into an agreement (the "Facility License"). Subject to contract, the parties have agreed in principle that, under the terms of the Facility License, the SPV will pay to Proton a royalty on the same basis as the hydrogen royalty set out in the Agreement, based on the oil produced or consumed by the Facility;

· Sabien may appoint third party contractors to install the Facility at the Site on terms to be agreed between Sabien, Proton, and such third party; and

· the rights granted to the Sabien are at the option of the Licensee. In the event that the Approvals are not granted (or are subject to conditions not commercially viable to Sabien) then Sabien is not obliged to install the Facility at the Site.

3. Proton to provide all necessary technical assistance to validate suitable sites and to provide advice on establishing and operating the installation.

4. Consideration of £100,000 in cash. The royalty payable to Proton is US$0.05 per kg or H2 extracted and 2% of the value of any CO2 derived, offsetable against the cash consideration already paid, with minimum royalty payments of US$25,000 per annum from year 5; and

5. 280,000 warrants to be issued with exercise price of 60 pence per ordinary share of 3 pence each with an expiry date of 19 February 2023. The quantum of warrants was agreed as if the £100,000 cash consideration was paid in shares on a 1:1 basis at a share price of 35.7p.

Commenting on the Proton licence deal, Richard Parris, Executive Chairman, said:

"Sabien is delivering on its strategy of building a portfolio of operations which, in combination, provide critical elements of the transition to a Green Economy. Following Sabien's initial investment in Proton announced 14 October 2021, the Board is pleased to have now concluded this significant licence deal with Proton. This Agreement provides Sabien with an entry into the UK hydrogen market, secures a North American commercial entry for Sabien and helps to cement our relationship with City Oil Field of Korea".

Further Information:

The person who arranged for the release of this announcement on behalf of the Company was Richard Parris, Executive Chairman.

A copy of this announcement will be available from the Company's website at www.sabien-tech.com

Further information on Proton Technologies Canada Inc., can be viewed at Lowest cost Hydrogen with Zero Emissions. (proton.energy)

A copy of the JS Global Advisory report is available on the Company's website at  https://sabien.com/wp-content/uploads/2021/11/Clear-Hydrogen-in-UK-.pdf