29 May 2026

Tooru plc

("Tooru" or the "Company" or the "Group")

Termination of proposed acquisition of Mylky

Tooru, an AIM listed company focused on the branded health and wellness sector, announces that it has decided not to progress the proposed acquisition of Mylky B.V ("Mylky").  This decision was based on a number of factors which include the following. 

The acquisition structure included a significant level of new debt, and whilst the enlarged Group would have had the appropriate level of cash flow to support this debt, given the difficult market conditions currently prevailing, overlaid with significant geopolitical risk, the Board believes that now is not the right time to take on more debt and increase the Group's leverage.  Also, the time taken to put such a facility in place was looking to exceed the expectations of the vendor given the other opportunities that they were being presented with.  Furthermore, the use of equity as an alternative would have been too dilutive at the current levels of the Company's equity valuation given the relative size of the proposed acquisition.

In addition, further work highlighted that the acquisition of Mylky would have exposed the Group to the risk of European legislation in relation to the major part of the enlarged business which, on further examination present too high a risk given our expertise which currently is primarily UK focused.

Therefore, for the time being, the Board believes that it is in the best interest of shareholders to continue focusing on the Group's existing businesses where there is significant potential for low-risk growth in the short term whilst, at the same time continuing to look at more directly-aligned acquisitions.

Scott Livingston, CEO, said:

"Whilst we believe that Mylky is an excellent business, current market conditions lead us to believe that now is not quite the right time to take on such a large European business that would have required a significant amount of additional gearing."

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK Domestic Law pursuant to the Market Abuse (Amendment) (EU Exit) regulations (SI 2019/310).

Enquiries:

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.