Issue of Share Options and Warrants

8 November 2012

AFC Energy plc

("AFC Energy")

Issue of Share Options and

Exercise of Share Options and Warrants

Total Voting Rights

AFC Energy is pleased to announce that on 7 November 2012 the board of AFC Energy agreed to grant options over a total of 810,000 new ordinary shares of 0.1p each in the Company ("Ordinary Shares") (the "Options").

The Options have been granted to employees under the rules of the AFC Energy Plc Enterprise Management Incentive Share Option Scheme. The purpose of the Options is to recognize individuals' performance and to provide further incentivisation.

The Options are exercisable at a price of 35.75 pence per Ordinary Share, being the closing price on 6 November 2012 and are exercisable between 3 and 10 years following the date of issue. The exercise of the Options is not conditional.

The Company also announces that application has been made for 1,050,000 Ordinary Shares to be admitted to trading on AIM pursuant to the exercise of 500,000 options under the Company's EMI Share Option Scheme (the "Option Exercise") and 550,000 warrants (the "Warrant Exercise"). The options and warrants were originally issued in 2009 and have an exercise price of 3.1 pence per ordinary share.

The 1,050,000 Ordinary Shares issued pursuant to the Option Exercise and the Warrant Exercise will rank pari passu with the Company's existing Ordinary Shares and admission to trading on AIM is expected to take place on 14 November 2012.

Total Voting Rights

The total enlarged share capital of the Company following admission of the 1,050,000 Ordinary Shares will be 218,348,544 Ordinary Shares with no shares held in treasury. This figure may be used by shareholders as the denominator for the calculations by which they can determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the Disclosure Rules and Transparency Rules of the UK Financial Services Authority.

Following the issue and the exercise of the Options and Warrants there will be 11,140,000 options in issue and 11,006,000 warrants in issue, representing 9.21 per cent of the fully diluted share capital of the Company.

Ends

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About AFC Energy

Founded in 2006, AFC Energy plc is re-engineering proven alkaline fuel cell technology to reduce the cost of electricity. Alkaline fuel cells have been used on US and Russian manned space missions for decades to provide electrical power and drinking water. By using modern materials, design tools and manufacturing processes at scale, AFC Energy is developing fuel cells that will compete with conventional technologies such as turbines for electrical power generation. Today, AFC Energy is pursuing opportunities in several sectors where hydrogen is readily available including the chlorine, clean coal and waste-to-energy industries as well as applications for distributed/back-up power. For further information, please visit our website: www.afcenergy.com.