Deveron Announces Closing of Tana Ag Solutions Group LLC

Toronto, Ontario--(Newsfile Corp. - May 28, 2021) - Deveron Corp. (TSXV: FARM) ("Deveron" or the "Company"), a leading agriculture digital services and insights provider in North America, is pleased to announce that further to its press release of May 17, 2021, it has acquired the assets of Tana Ag Solutions Group LLC ("Tana Ag"), an Oklahoma based digital agronomy company focused on soil health and yield improvement (the "Transaction"). As consideration for the Transaction, the Company will issue an aggregate of 166,005 common shares in the capital of the Company (the "Common Shares") at a price of $0.82 per Common Share over a period of two years and cash payments in the aggregate of US$112,500 over a period of two years. All securities issued pursuant to the Transaction will be subject to a statutory hold period of four months and one day from the issuance thereof, as applicable, in accordance with applicable securities laws.

Pursuant to the terms of the Transaction, if all milestones are met, the Company has agreed to pay an additional US$909,440. Based on the achievement of certain milestones, the remaining US$909,440 would be payable as follows:

• US$125,000 in cash and issue such number of Common Shares equal to US$132,880 in the event that during the 12 month period (the first earn-out period), following the execution of the agreement, Tana Ag exceeds gross revenue for the prior twelve month period by at least US$1,000,000.
• US$150,000 in cash and issue such number of Common Shares equal to US$156,800 in the event that during the 12 month period following the first earn-out period (the second earn-out period), Tana Ag exceeds gross revenue for the prior twelve month period by at least US$1,000,000.
• US$150,000 in cash and issue such number of Common Shares equal to US$194,760 in the event that during the 12 month period following the second earn-out period, Tana Ag exceeds gross revenue for the prior twelve month period by at least US$1,000,000.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Tana Ag: Tana Ag Solutions is an independent agronomy company committed to providing customers with the latest technology for weather, soils, agronomy and analytics to help them maximize crop yields and reduce risk.

About Deveron: Deveron is an agriculture technology company that uses data and insights to help farmers and large agriculture enterprises increase yields, reduce costs and improve farm outcomes. The company employs a digital process that leverages data collected on farms across North America to drive unbiased interpretation of production decisions, ultimately recommending how to optimize input use. Our team of agronomists and data scientists build products that recommend ways to better manage fertilizer, seed, fungicide, and other farm inputs. Additionally, we have a national network of data technicians that are deployed to collect various types of farm data, from soil to drone, that build a basis of our best in class data layers. Our focus is the US and Canada where 1 billion acres of farmland are actively farmed annually.

For more information, please visit www.deveronuas.com.

David MacMillan
President & CEO Deveron Corp.
416-367-4571 ext. 221
[email protected]

"Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release."

This news release includes certain "forward-looking statements" within the meaning of that phrase under Canadian securities laws. Without limitation, statements regarding future plans and objectives of the Company are forward looking statements that involve various degrees of risk. Forward-looking statements reflect management's current views with respect to possible future events and conditions and, by their nature, are based on management's beliefs and assumptions and subject to known and unknown risks and uncertainties, both general and specific to the Company. Although the Company believes the expectations expressed in such forward-looking statements are reasonable, such statements are not guarantees of future performance and actual results or developments may differ materially from those in our forward-looking statements. The following are important factors that could cause the Company's actual results to differ materially from those expressed or implied by such forward looking statements: changes in the world-wide price of agricultural commodities, general market conditions, risks inherent in agriculture, the uncertainty of future profitability and the uncertainty of access to additional capital. Additional information regarding the material factors and assumptions that were applied in making these forward looking statements as well as the various risks and uncertainties we face are described in greater detail in the "Risk Factors" section of our annual and interim Management's Discussion and Analysis of our financial results and other continuous disclosure documents and financial statements we file with the Canadian securities regulatory authorities which are available at www.sedar.com. The Company undertakes no obligation to update this forward-looking information except as required by applicable law. The Company relies on litigation protection for forward looking statements.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/85693