Result of placing

Thruvision Group plc (AIM: THRU), the leading provider of walk-through security technology (the "Company" or, together with its subsidiary undertakings, the "Group") is pleased to announce that, further to the announcement made on 23 October 2023 (the "Launch Announcement") regarding the launch of a proposed placing (the "Placing"), an aggregate of 13,617,021 new ordinary shares of one penny each ("Ordinary Shares") in the capital of the Company (the "Placing Shares") have been successfully placed by Investec at a price of 23.5 pence per Placing Share (the "Placing Price") to raise gross proceeds of approximately £3.2 million.

The Placing comprises the strategic investment in the Company by Pentland Capital, further details of which were contained in the Launch Announcement, as well as subscriptions for Placing Shares from existing shareholders.

Investec Bank plc acted as nominated adviser, sole bookrunner and sole broker ("Investec") in connection with the Placing.

The Placing and settlement

The Placing Shares, when issued, will represent approximately 9.2 per cent. of the Company's Existing Ordinary Shares. The Placing Price of 23.5 pence per share represents a premium of approximately 6.8 per cent. to the closing mid-market price of 22.0 pence per Ordinary Share on 20 October 2023 being the latest practicable date prior to the publication of the Launch Announcement.

Application has been made for the Placing Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will take place on or before 8.00 a.m. on 26 October 2023 and that dealings in the Placing Shares on AIM will commence at the same time.

Related party transaction

Canaccord Genuity Wealth Management ("Canaccord") currently holds 23,824,150 Ordinary Shares, representing approximately 16.2 per cent. of the Company's Existing Ordinary Share capital and is therefore a substantial shareholder (holding in excess of 10 per cent. of the Company's issued share capital) and as such is a related party for the purposes of the AIM Rules for Companies. Canaccord has subscribed for approximately £0.5 million in the Placing by subscribing for 2,144,174 new Ordinary Shares, which will comprise a related party transaction for the purposes of Rule 13 of the AIM Rules for Companies.

The Board, having consulted with Investec in its capacity as nominated adviser to the Company for the purposes of the AIM Rules, considers that the participation by Canaccord in the Placing is fair and reasonable insofar as Shareholders are concerned.

Total voting rights

Following Admission, the Company will have a total of 161,015,138 Ordinary Shares in issue. With effect from Admission, this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company, under the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.

Information to Distributors

UK product governance

Solely for the purposes of the product governance requirements contained within of Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the UK Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that such securities are: (i) compatible with an end target market of investors who meet the criteria of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in paragraph 3 of the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all distribution channels (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors (for the purposes of UK Product Governance Requirements) should note that: (a) the price of the Placing Shares may decline and investors could lose all or part of their investment; (b) the Placing Shares offer no guaranteed income and no capital protection; and (c) an investment in the Placing Shares compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the Target Market Assessment, Investec will only procure investors who meet the criteria of professional clients and eligible counterparties.

EEA product governance

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures in the European Economic Area (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that the Placing Shares are: (i) compatible with an end target market of (a) retail investors, (b) investors who meet the criteria of professional clients and (c) eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors should note that: the price of the Placing Shares may decline and investors could lose all or part of their investment; the Placing Shares offer no guaranteed income and no capital protection; and an investment in the Placing Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the Target Market Assessment, Investec will only procure investors who meet the criteria of professional clients and eligible counterparties.