Update re Acquisition and Related Debt Financing

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, JAPAN, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL. THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.

25 November 2020

AVEVA GROUP PLC

UPDATE REGARDING ACQUISITION AND RELATED DEBT FINANCING

AVEVA Group plc ("AVEVA") announces that, following admission of the Rights Issue Shares, nil paid, to listing on the premium segment of the Official List of the FCA and to trading on London Stock Exchange plc's main market for listed securities as announced earlier today, it has cancelled the Bridge Facilities made available to AVEVA for the purpose of the Acquisition under the Facilities Agreement. As a result of the cancellation, no further participation fees or commitment fees will be incurred by AVEVA in relation to the Bridge Facilities.

As regards the Acquisition, regulatory and antitrust approvals remain on track, as does the timetable for the proposed acquisition of OSIsoft. AVEVA expects to complete the proposed Acquisition between late December 2020 and February 2021.

Unless the context otherwise requires, words and expressions defined in the combined circular and prospectus published by AVEVA dated 6 November 2020 shall have the same meanings in this announcement.

Enquiries:

AVEVA Group plc

Matt Springett (Head of Investor Relations)

Tel: +44 7789 818 684

FTI Consulting

PR Adviser to AVEVA

Edward Bridges

Dwight Burden

Tel: +44 20 3727 1017

Important Notices

This announcement is an announcement and not a circular or prospectus or equivalent document and prospective investors should not make any investment decision on the basis of its contents. Nothing in this announcement constitutes an offer of securities for sale in any jurisdiction.

This announcement contains forward-looking statements, that are based on current expectations or beliefs, as well as assumptions about future events. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. In some cases, forward-looking statements use words such as "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "will", "may", "should", "would", "could", "is confident", or other words of similar meaning.

No undue reliance should be placed on any such statements because they speak only as at the date of this announcement and, by their very nature, they are subject to known and unknown risks and uncertainties and can be affected by other factors that could cause actual results, and the AVEVA's plans and objectives, to differ materially from those expressed or implied in the forward-looking statements. No representation or warranty is made that any forward-looking statement will come to pass. These statements are not fact and should not be relied upon as being necessarily indicative of future results, and readers of this announcement are cautioned not to place undue reliance on the forward-looking statements.

This announcement is for informational purposes only and is not an offer of securities for sale in any jurisdiction where to do so would be unlawful. Securities may not be offered or sold in the United States absent registration under the US Securities Act of 1933, as amended (the "US Securities Act"), or an exemption therefrom. The securities referred to herein have not been and will not be registered under the US Securities Act or under the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold, taken up, resold, transferred or delivered in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and in accordance with any applicable securities laws of any state or other jurisdiction of the United States.