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NEUTRAHEALTH PLC ('the Company')

POTENTIAL OFFER

NeutraHealth plc, one of the UK's leading vitamin & supplement companies, announces today that it has received an unsolicited approach from Elder Pharmaceuticals FZCO ('Elder'), a major shareholder in the Company. This approach may or may not lead to a partial offer that would result in Elder's shareholding increasing from 21% to between 50-60%.   The indicative partial offer price is at or around 5.5 pence per share. 

As a result, the Board has delayed the announcement of the Company's preliminary results for the year ending 31 December 2008, which were due for release on 9 March 2009. These results are expected to show revenue of approximately £28.9million, EBITDA of £1.9million, before one off items, and Net Debt of £4.3million. 

The Board will make further announcements in due course.

  Enquiries: 

NeutraHealth plc
Ray Myers, CEO	07768 940 630
Robin Hilton, Finance Director	07738 018 411
Cenkos (Nominated Adviser and Broker)
Stephen Keys	020 7397 8900
Pelham Public Relations
Kate Catchpole	020 7743 6678

Rule 2.10 Requirement

In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, NeutraHealth plc confirms that it currently has in issue 175,985,137 ordinary shares of 10p each. 

The International Securities Identification Number for the ordinary shares is GB00B062Q126.

Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the 'Code'), if any person is, or becomes, 'interested' (directly or indirectly) in one per cent. or more of any class of 'relevant securities' of the Company, all 'dealings' in any 'relevant securities' of that company (including by means of an option in respect of, or a derivative referenced to, any such relevant securities) must be publicly disclosed by no later than 3.30pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which any offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an 'interest' in 'relevant securities' of the Company, they will be deemed to be a single person for the purpose of Rule 8.3. 

Under the provisions of Rule 8.1 of the Code, all 'dealings' in 'relevant securities' of the Company by the Company or by the potential offeror, or by any of their respective 'associates', must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction. 

A disclosure table, giving details of the companies in whose 'relevant securities' 'dealings' should be disclosed, and the number of such securities in issue, can be found on the UK Panel on Takeovers and Mergers' (the 'Panel') website at www.thetakeoverpanel.org.uk. 

'Interests in securities' arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an 'interest' by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. 

Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a 'dealing' under Rule 8, you should consult the Panel.

The Company's Directors accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Company's Directors (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

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