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7 November 2014 - PuriCore plc (LSE: PURI), a global company focused on safe and effective protection against the spread of infectious pathogens, announces today that the Board is proposing to cancel the listing of the Company's Ordinary Shares on the premium segment of the Official List and their trading on the Main Market and to apply for admission of the Ordinary Shares to trading on AIM.

The Board believes key advantages to be gained by this move include that a listing on AIM:

Michael Ashton, Chief Executive Officer of PuriCore, commented:

"As previously announced, the Company has initiated a strategic and operational review of the business. In parallel with this review, the Board considered how to increase the appeal of the Company to new investors and which was the right platform on which to maintain the Company's publicly traded status. After careful consideration, the Board believes that the proposed move to AIM will afford the most appropriate exchange for trading in the Company's Shares by providing a market and environment more suited to the Company's current size and to achieving the advantages listed above.

"The Board has advanced the strategic and operational review and plans to announce further information before the year end."

A circular dated, 7 November 2014, (the "Circular"), which contains a Notice convening a General Meeting, to be held at the offices of CMS Cameron McKenna LLP, Mitre House, 160 Aldersgate Street, London EC1A 4DD at 11.00 a.m. on 24 November 2014, will be posted to Shareholders today. The Circular outlines the reasons for the proposed Delisting and Admission and explains why the Board believes such proposals to be in the best interests of the Company and its Shareholders as a whole.

At the General Meeting, the Company will seek Shareholder approval for the proposed cancellation of admission to the premium segment of the Official List and to trading on the London Stock Exchange's Main Market for listed securities ("Delisting") and the intention to apply for admission to trading on AIM ("Admission") will be detailed.

Extracts from the letter from the Chairman contained within the Circular and the expected timetable of principal events are reproduced below. The Circular will be made available on the Company's website at www.puricore.com and shortly will be submitted to the National Storage Mechanism where it will be available at www.morningstar.co.uk/uk/nsm. All capitalised and defined terms used in this announcement have the same meanings as set out in the Circular.

Additionally, PuriCore is pleased to announce the appointment of N+1 Singer as the Company's financial adviser in connection with the Delisting, which is effective immediately, and as the Company's Nominated Adviser and Broker which is effective on Admission.

Enquiries:

BACKGROUND TO AND REASONS FOR THE DELISTING AND ADMISSION

As previously announced, on 30 June 2014, the Company completed the disposal of PuriCore International Limited ("PIL"), the Company's UK-based endoscopy business, generating net proceeds of approximately $25.7 million for the Company. Following the PIL disposal the Company remains focused on leveraging its proprietary hypochlorous acid platform technology, particularly in markets and applications for which its unique properties provide a competitive advantage. The Board has initiated a strategic and operational review of the business to optimise the use of the net proceeds to build shareholder value around the Company's technology. This review covers many areas including growth strategies, operational efficiency initiatives, research and development programmes, potential strategic acquisitions, and a possible return to Shareholders. This review is on-going and further updates will be provided to Shareholders in due course.

In parallel with the initiation of the strategic and operational review, the Board also considered how to increase the appeal of the Company to new investors, how to reduce the time and ideally costs of compliance whilst maintaining appropriate disclosure and corporate governance practices as a quoted company, and how to establish a more cost-effective platform on which to maintain its publicly traded status. After careful consideration, the Board believes that the proposed move to AIM will afford the most appropriate exchange for trading in the Company's Shares by providing a market and environment more suited to the Company's current size and to achieving the above mentioned objectives.

The Board believes that, as progress is reported on the strategic and operational review, the Company's Shares should continue to appeal to institutional investors following the Delisting and Admission. The Board also believes that being admitted to AIM may increase the Company's attractiveness to retail investors.

Further, the Board believes that becoming an AIM quoted issuer should simplify the Company's ongoing administrative and regulatory requirements. The Board expects this will allow the management team to focus more effort on achieving operational and strategic goals.

Additionally, the Delisting and Admission will offer greater flexibility to the Company, particularly with regard to corporate transactions and, should the opportunity arise, will enable the Company to execute certain transactions more quickly and cost effectively when compared to the requirements of the Official List. Although no corporate transactions are currently pending or under active consideration, should such opportunities arise they could entail significant additional complexity and larger transaction costs if the Company were to remain on the Official List. Importantly, AIM will provide current Shareholders with a continuing market quotation and represents a market on which they may potentially trade their Ordinary Shares. AIM will also provide the Company with continuing access to the equity capital market, should it be required and appropriate to obtain funding, facilitate liquidity for Shareholders or potentially permit the use of the Company's quoted paper as an acquisition currency. Any of these initiatives may feature in the implementation of the Company's future strategy, and the Board considers that AIM represents the most appropriate financial market for the Company's Ordinary Shares as it seeks to create value for existing and potential new Shareholders.

If the Resolution is not approved by Shareholders, the Delisting and Admission will not proceed. In this event, the strategic and operational review would continue to be implemented without material variation. However, the additional cost and time burden associated with maintaining the existing Main Market listing may negatively impact the Company's ability to implement its growth plans or the speed with which it is able to do so. Given the Company's size and for all the other reasons set out above, the Board believes that adopting a quotation on AIM is more appropriate. Accordingly, the Board unanimously recommends that Shareholders vote in support of the Delisting and Admission proposal.

Current Trading AND OUTLOOK

In its half-year results released on 8 August 2014, the Company provided a financial update and further reported on recent revenue trends in its Interim Management Statement issued on 31 October 2014. Shareholders are advised to read these announcements in full on the Company's website.

Half-Year Results

Group revenue, for the Continuing Operations, for the half-year to 30 June 2014 was 30.5% lower at $8.6 million (H1 2013: $12.3million) and gross margin reduced to 28.2% (H1 2013: 33.1%). It was reiterated that the rebalancing of the product mix in Supermarket Retail (from primarily capital equipment sales to a greater proportion of consumable product sales), the absence of milestone payments in Wound Care and Dermatology as received in the first half of 2013, and higher service costs from rapid roll-out of dilution equipment to customer premises had combined to affect period results adversely. EBITDA (earnings before interest, tax, depreciation, amortisation and non-cash equity related charges) loss had increased to $2.2 million (H1 2013: loss of $1.1 million) as a consequence of the reduced revenue.

As at 1 July 2014 (the day after the half-year results balance sheet date and following completion of the PIL disposal), cash and cash equivalents were robust at $26.8 million after receipt of the gross sale proceeds, following pay-down of the line of credit and payment of a limited portion of deal expenses.

In the Supermarket Retail segment, the Group reported an increase in market share to 26% of the produce target market (excluding the effects of converting existing customers from capital equipment sales to consumable product sales), and to 13% of the floral target market within Supermarket Retail. In Health Sciences the Group successfully launched its NovaZo® Wound Hydrogel Dressing for animals and developed two new products, Vashe® Wound Hydrogel and PURICIDE™ (a hospital-grade hard surface disinfectant), expected to launch in the Middle East and North Africa through a regional distribution partner.

Interim Management Statement

The Company further reported on the financial performance of the business in its Interim Management Statement, issued on 31 October 2014. Group revenue for the nine months ended 30 September 2014 decreased 39.5% to $13.2 million (2013: $21.9 million). This reflects the ongoing impact of the continued rebalancing of the Supermarket Retail product mix, as consumable product sales increase and capital equipment sales decline, in line with the fundamental change in the Supermarket Retail business model implemented last year.

In the Supermarket Retail segment, revenue decreased 39.6% to $11.9 million for the nine months (2013: $19.8 million). There were continued conversions of existing customers from capital equipment to ProduceFresh® (the Company's proprietary solution for use with produce concentrate delivery systems), as well as new FloraFresh® implementations (the equivalent for use in floral departments), which created new recurring revenue streams. Wound Care and Dermatology's revenue, excluding milestones payments, was constant at $1.3 million for the first nine months of 2014 (2013: $1.3 million, excluding $0.8 million of milestone payments). Cash and cash equivalents were $22.7 million as at 30 September 2014.

Outlook

The Board remains confident in PuriCore's ability to deliver value to Shareholders by leveraging its unique hypochlorous acid technology in markets and applications for which it delivers a competitive advantage. As expected, 2014 revenues and earnings will be lower than the prior year as the business model in Supermarket Retail transitions and investments are made across the Group to support longer term growth. The Company will remain vigilant in controlling costs and preserving cash while prudently investing for the future.

Supermarket Retail

For the remainder of 2014, PuriCore plans to invest strategically in its existing Supermarket Retail business to increase recurring revenue with concentrate product placements at new customer stores. The Board believes that with new customer locations having been identified for its concentrate products and investment in placement of delivery systems at these operations to grow market share, PuriCore will advance its strategic objective of securing a larger recurring revenue base. The Company remains focused on improving gross margins in Supermarket Retail by reducing service costs and improving operational efficiencies. The Group is also evaluating new product offerings to deliver enhancements in food safety and quality to its customers, in order to expand placements at existing and new customer stores.

Health Sciences

The Board believes there is significant growth potential within Health Sciences. The Company continues to invest in new product development, and seeks new regulatory clearances to support new markets and new product launches, while simultaneously conducting partnership discussions for current and potential new products in current and new geographies. The Board is also evaluating products in complementary areas such as infection control within hospitals to address a market need for new solutions to fight germs, particularly those that are antibiotic-resistant. Controlled investment will be required to support research and development, regulatory approvals and product commercialisation in this segment.

Strategy Update

The Board has advanced the strategic and operational review of the business and further information will be provided later this year.

Details of the Delisting and Admission

In order to effect the Delisting and Admission, the Company will require, inter alia, Shareholder approval of not less than 75 per cent. of those shareholders voting in person or by proxy of the Delisting and Admission Resolution at the General Meeting. The Delisting and Admission Resolution will authorise the Board to cancel the listing of the Ordinary Shares on the Official List, remove such Ordinary Shares from trading on the Main Market and to apply for admission of the Ordinary Shares to trading on AIM.

Conditional on the Delisting and Admission Resolution being approved at the General Meeting, the Company will apply to cancel the listing of the Ordinary Shares on the Official List and to trading on the Main Market and will give 20 Business Days' notice of its intended admission to trading on AIM under the streamlined process for companies that have had their securities previously traded on an AIM Designated Market (which includes the Official List).

It is anticipated that the last day of dealings in the Ordinary Shares on the Main Market will be 22 December 2014. Cancellation of the listing of the Ordinary Shares on the Official List will become effective at 8.00 a.m. on 23 December 2014, being not less than 20 Business Days from the passing of the Delisting and Admission Resolution. Admission is expected to take place, and dealings in the Ordinary Shares are expected to commence on AIM, at 8.00 a.m. on 23 December 2014.

General Meeting

The General Meeting of the Company is to be held at 11.00 a.m. on 24 November 2014 at the offices of CMS Cameron McKenna LLP, Mitre House, 160 Aldersgate Street, London EC1A 4DD at which the Delisting and Admission Resolution will be proposed as a special resolution to authorise the Directors to cancel the listing of the Ordinary Shares on the Official List and to remove such Ordinary Shares from trading on the Main Market and to apply for admission of the Ordinary Shares to trading on AIM.

Recommendation

The Board believes that Delisting and Admission are in the best interests of the Company and Shareholders as a whole. Accordingly, the Board unanimously recommends that Shareholders vote in favour of the Delisting and Admission Resolution to be proposed at the General Meeting.

VOTING

All Directors with beneficial interests in the Ordinary Shares have undertaken to vote in favour of the Delisting and Admission Resolution in respect of their own beneficial holdings amounting to an aggregate of 5,195,517 Ordinary Shares representing approximately 10.36 per cent. of the Company's current issued share capital. Following consultation with the Company, certain other Shareholders, who in aggregate own 23,444,762 Ordinary Shares representing approximately 46.76 per cent. of the Company's current issued share capital, have indicated their support for the Delisting and Admission. Therefore, in aggregate, the Directors believe that Shareholders currently holding 28,640,279 Ordinary Shares representing approximately 57.13 per cent. of the Company's current issued share capital intend to vote in favour of the Delisting and Admission Resolution.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS