Investment and Update re Suspension

31 March 2015

Tricor plc

("Tricor" or the "Company")

Working capital facility to raise up to £200,000

and update re financial results and trading on AIM

Tricor is pleased to announce that it has signed a working capital facility agreement to raise up to £200,000 (the "Agreement") with Ellwood International Limited ("Ellwood"). The net proceeds of the investment will be used by Tricor for general working capital purposes.

The Company also advises that it will announce its annual results for the year ended 31 March 2014 and for the half year to 30 September 2014 later today and therefore the suspension of the Company's shares on AIM is expected to be lifted at 7.30 a.m. on 1 April 2014 and trading in the Company's shares will resume.

Key terms of the Agreement

Under the terms of the Agreement, Ellwood has made available to the Company a working capital facility of up to £200,000 pursuant to which Ellwood will subscribe for up to 52,631,579 new ordinary shares (the "Subscription Shares") of 0.001 pence in the Company ("Ordinary Shares") at a subscription price of 0.38 pence per Subscription Share. The Agreement provides that once the suspension of Company's shares has been lifted, it may draw down on the facility provided by Ellwood. The cumulative maximum amount to be drawndown under the Agreement each month is as follows:

The Company is able to drawdown funds under the Agreement in increments of not less than £1,000 up to the relevant limit specified at that time. Upon receipt of the funds, the Company will apply for the corresponding number of shares to be issued to Ellwood to be admitted to trading on AIM ("Admission"). Should the full number of Subscription Shares be issued under the Agreement then this would represent 28.98% of the then issued share capital of the Company.

Upon each drawdown by the Company, Ellwood will be issued with warrants to subscribe for new Ordinary Shares at a rate of four warrants for each Ordinary Share issued under the Agreement ("Warrants"). Accordingly, the maximum number of Warrants that could be issued to Ellwood is 210,526,316, which if exercised in full would represent 53.69% of the then issued share capital of the Company. The Warrants can only be exercised to the extent that after exercise Ellwood would hold no more than 29.9% of the then issued share capital of the Company and so as to not breach rule 9 of the Takeover Code. The exercise price for the Warrants is 0.5 pence per share and the warrants expire on 31 December 2018. Ellwood has entered into an orderly market agreement whereby until 31 March 2016, it will only sell Ordinary Shares following consultation with the Company's broker and always so as to ensure an orderly market in the Company's shares.

Ellwood may, on giving 14 days notice to the Company prior to the expiry of the Agreement, require that the Company accept any then unpaid sums up to the full £200,000 limit specified in the Agreement and issue the corresponding number of Subscription Shares.

The Agreement contains customary events of default and the Company undertakes to Ellwood to call a general meeting on or before 30 April 2015 (the "General Meeting") in order to seek shareholders authority (the "Authority") to issue the Subscription Shares under the Agreement and Ordinary Shares as a result of any exercise of the Warrants. Further announcements will be made at the appropriate time in relation to this.

As at the date of this announcement, Ellwood has placed the equivalent of £200,000 in escrow to assure the Company that it is financially capable of honouring the terms of the Agreement. The Company may, at any time after the current suspension of the Company's shares has been lifted, call on the first tranche of up to £90,000. If the Company does call for the maximum amount of the first tranche and the Authority has been obtained, it shall apply for the Admission of the corresponding 23,684,211 Ordinary Shares (the "First Tranche Shares"). If the Authority is not obtained at the General Meeting, any amount drawn on the said facility shall be treated as interest free unsecured borrowings to be repaid by the Company on demand by the Investor at any time after 1 April 2016, and the balance of the facility will be available for drawdown on the same terms.

Ellwood will be entitled to appoint up to two directors to the board of the Company at any time when Ellwood holds more than 20% of the then issued share capital of the Company. Any such appointments are subject to the compliance with the AIM Rules for Companies, particularly in respect of due diligence requirements.

Ellwood is an investment company and its major shareholder is Bien Kiat Tan. Mr. Tan has 18 years of experience in private equity and investment management and is the Founder and Managing Director of Titan Capital Pte Ltd, a private equity investment firm in Asia. Mr. Tan served as Managing Director of TPG Newbridge Capital, the Asian arm of TPG Capital and was responsible for their operations in South-East Asia, India and Australasia. He also served as Chairman of PacNet Ltd, a NASDAQ-listed telecommunication services company. Prior to that, he served as the Chief Executive of a major South-East Asia conglomerate which controlled five public-listed companies. His career included senior management roles with Booz Allen & Hamilton and A.T. Kearney, both leading American strategy consulting firms, where he was instrumental in pioneering their Asian franchisees. Mr. Tan holds an MBA and MS from Columbia University in New York City.

In addition, the Agreement provides for Ellwood to assist Tricor with advice and guidance on its investments and growth of their businesses and procure that Titan Capital Asia (HK) Ltd uses its reasonable endeavours to raise up to US$5 million, whether in debt, equity or any other form of financing, for the Company and its subsidiaries as soon as practicable. In addition, it will seek to procure that Titan assists the Company to achieve a listing of Tricor's investee company, Tricor Environmental Pte Ltd, or the Company itself, on the Singapore Stock Exchange or any other appropriate stock exchange

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