Posting of Annual Report, Circular and AGM Notice

30 October 2013

Pure Wafer plc

(AIM: PUR)

Posting of Annual Report; Notice of AGM;

Proposed Consolidation of Issued Share Capital

and

Adoption of new Articles

Pure Wafer plc (Pure Wafer or the Company), one of the leading global providers of high quality silicon wafer reclaim services to many of the world's largest semiconductor manufacturers and foundries, announces that its Annual Report &Financial Statements for the year ended 30 June 2013, together with a Notice convening its Annual General Meeting (AGM) have been posted to shareholders today.

In addition, the Company has also posted a Circular to shareholders detailing a proposed share consolidation and updating of the Company's articles (the Circular) to be approved inter alia at the AGM as Special Business. The above documents and the proposed new articles can be viewed at the Company's website, www.purewafer.com.

The AGM will take place at 11.00am on Wednesday, 27 November 2013 at the registered office of the Company, Millbrook Drive, Central Business Park, Swansea Vale, Swansea, SA7 0AB.

Background to and reasons for the share consolidation

The Company's trading performance and balance sheet have been transformed over the past financial year, culminating in the recently announced final results for the year ended 30 June 2013, when Pure Wafer reported a profit before tax of $3.0m (2012: $0.7m Loss) on turnover of $37.0m (2012: $35.8m). To reinforce the trading and financial progress made by the Company during this period, the directors of the Company (the Directors) believe that it would be appropriate and beneficial to both the Company and its shareholders (the Shareholders) to undertake a share consolidation.

Currently, the share price levels at which the Company's ordinary shares of 2 pence each are trading means that small absolute movements in the share price represent large percentage movements, resulting in share price volatility. The Directors also note that the bid offer spread at these price levels can be disproportionate, to the detriment of the Shareholders of the Company.

In addition, the Directors wish to create a more significant individual share price and a greater disparity between the share price and the nominal value of each share, to enable greater flexibility to set issue price levels (as a percentage of market price) in the context of any proposed future share issues.

Terms of the consolidation

The Directors of the Company therefore propose a consolidation of its issued share capital such that every 10 existing ordinary shares of 2 pence each (Existing Ordinary Share) be consolidated into one ordinary share of 20 pence (a New Ordinary Share) (the Consolidation).

Entitlements under outstanding warrants and share options and fractional entitlements arising will be dealt with as set out below:

Warrants and share options

All entitlements under outstanding share warrants and under the Company's 2006 Performance Share Plan and 2005 Share SAYE Option Plan shall be recalculated accordingly as a result of the Consolidation with entitlements rounded down to the nearest whole share (except in the case of the RBS Warrant, whose terms specify that such fractional entitlements be rounded up to the nearest whole share).

All existing share certificates will apply to the New Ordinary Shares.

Fractional entitlements

No Shareholder will be entitled to a fraction of a New Ordinary Share. Where, as a result of the Consolidation, any Shareholder would otherwise be entitled to a fraction only of a New Ordinary Share (Fractional Shareholder), such fractions will, in so far as possible, be aggregated with the fractions of New Ordinary Shares to which other Fractional Shareholders of the Company would be entitled to form full New Ordinary Shares (Fractional Entitlement Shares). These Fractional Entitlement Shares will then be sold on behalf of the relevant Fractional Shareholders except where the proceeds for any individual shareholder do not exceed £3 where they may be retained for the benefit of the Company as detailed within the Circular.

Proposed new Articles of the Company

It is also proposed that new articles of the Company (the New Articles) are adopted in order to update the current articles of the Company (the Current Articles) primarily to reflect changes made to company legislation by the Companies Act 2006 and changes made to, for example, the UK Corporate Governance Code since that time. The primary changes introduced by the new articles are specified below. The New Articles are available for inspection at the Company's registered office address during normal business hours on any business day.

Authorised share capital

The Company will no longer have a limit to its authorised share capital. This requirement has now been abolished by the Companies Act 2006. Shareholders will, however, still be required to authorise the board to allot shares at each annual general meeting.

Objects of the Company

The Company is no longer required to have a defined list of objects; as a result the New Articles do not specify any restrictions on the objects of the Company. The practical impact of this is minimal as the object clause in the current memorandum of association was drafted to give the Company unrestricted powers.

Failure to disclose interests in shares

Under the Companies Act 2006 the Company may issue a notice to any person asking them to confirm whether they have an interest in any of its shares. Article 64 of the New Articles outlines the sanctions which shall apply to any person who does not comply with this request. This is a new provision which was not included in the Current Articles.

Other information

The rights attaching to the New Ordinary shares will be identical in all respects to those of the Existing Ordinary Shares.

Existing share certificates will remain valid following the Consolidation, with the number of Existing Ordinary Shares shown thereon being deemed to be the relevant number of New Ordinary Shares. However Shareholders may obtain new certificates for their consolidated holdings of New Ordinary Shares by returning their current certificate to Neville Registrars, Neville House, 18 Laurel Lane, Halesowen, B63 3DA.

 CREST Shareholders will have their CREST account credited with the relevant number of New Ordinary Shares immediately following their Admission, which is also expected to be on 28 November 2013.

The Consolidation and the adoption of the new Articles are conditional upon and effected by, the relevant resolutions of the Shareholders at the General Meeting as required by the Companies Act 2006.

The Company's Directors will be voting in favour of all resolutions in respect of their individual beneficial holdings and unanimously recommend that shareholders do as well.

If approved by shareholders, the Consolidation will become effective after close of trading on the AIM Market of the London Stock Exchange on the date of the AGM, being 27 November 2013 and it is expected that the new ordinary shares following the Consolidation will be admitted to trading on AIM with effect from the next business day, being Thursday 28 November 2013.