Versarien Regulatory News (VRS)

31 October 2016

Versarien plc("Versarien" or the "Company")

Debt for Equity Swap with UoM

Issue of Equity

Versarien Plc (AIM: VRS), the advanced materials engineering group is pleased to confirm that following discussions with the University of Manchester ("UoM") the Company and its subsidiary 2-DTech Limited will convert amounts due to UoM in respect of certain graphene collaboration agreements and proof of principle loans totalling £191,465 into equity of the Company. The proposed conversion of this debt will be at a price of 19.14 pence per share, and will result in the issue of 1,000,389 new ordinary shares representing 0.83 per cent. of the enlarged issued share capital.

UoM owns 15 per cent. of the shares of 2-DTech following Versarien's majority acquisition of 2-DTech in April 2014.

This announcement includes inside information as defined in Article 7 of the Market Abuse Regulation No. 596/2014 and is disclosed in accordance with the Company's obligations under Article 17 of those Regulations.

The debt for equity swap will be transacted at a price of 19.14 pence per share, a premium of 76 per cent. compared with the mid-market price of 10.875 pence per share at which the Ordinary Shares were quoted on AIM as at close of trading on 28 October 2016, the last trading day prior to announcement of the debt for equity swap.

Neill Ricketts, Chief Executive Officer commented on the agreement: "This deal further strengthens the relationship between the Company and UoM, the home of graphene, and we are delighted that UoM has further demonstrated its confidence in the progress Versarien is making in commercialising the graphene technology since its sale of 85% of the business to Versarien in 2014 by its willingness to accept shares at a substantial premium over the current market price."

Clive Rowland, CEO of the University's innovation company, UMI3, said: "As graphene applications are coming ever closer to becoming products in the market-place we continue to see our relationship with 2-DTech as being an important part of our network which forms our bridge between the 2D materials work taking place on campus and potential customers for graphene in a range of industry sectors."

Application for admission to trading on AIM of the 1,000,389 new Ordinary Shares being issued pursuant to the placing has been made and admission is expected to take place on 4 November 2016. The New Ordinary Shares will rank pari passu with the existing Ordinary Shares in issue.

In accordance with the provisions of the Disclosure Guidance and Transparency Rules of the FCA, the Company confirms that, following the Placing, its issued share capital will comprise 119,844,003 Ordinary Shares of 1 pence each. All Ordinary Shares shall have equal voting rights and none of the Ordinary Shares are held in treasury. The total number of voting rights in the Company immediately following Admission will therefore be 119,844,003.

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Notes to Editors:

About Versarien

Versarien plc (AIM:VRS), is an advanced materials group. Leveraging proprietary technology, the Group creates innovative engineering solutions for its clients in a diverse range of industries. Versarien has three subsidiaries:

Versarien Technologies Ltd owns the exclusive rights to a patent-protected additive process for creating advanced micro-porous metals targeting the thermal management industry and manufactures extruded aluminium heat sinks for the electronics and computing industries. www.versarien-technologies.co.uk

Versarien Advanced Composites Limited has been established in order to progress the commercial application of graphene-enhanced composite products.

Total Carbide Ltd, a leading manufacturer in sintered tungsten carbide for applications in arduous environments such as the oil and gas industry. www.totalcarbide.com

2-DTech Ltd., which specialises in the supply, characterisation and early stage development of graphene products. www.2-dtech.com

ACC Cyroma was established in 2002 and operates from a 45,000 square foot facility in Banbury, Oxfordshire. Using Versarien's existing graphene manufacturing capabilities, in combination with AAC Cyroma's knowledge, plant and equipment, the acquisition will provide the Group with an ability to produce graphene enhanced products for an established customer base, both domestic and international, including leading automotive OEMs. Versarien believes this will be the first dedicated graphene enhanced plastics manufacturing factory in the world.