UK - Interregnum announces acquisition and fundraising

The board has also agreed the terms on which it proposes to acquire 100% of the issued share capital of Quayside Corporate Services Ltd in consideration for the issue of 90,909,091 new Interregnum shares and a cash amount equal to the net assets of Quayside at 28 February 2006. The consideration shares would represent 27.1% of the enlarged issued share capital of Interregnum following completion of the placing and the acquisition. The acquisition of Quayside will be conditional, amongst other things, on the approval by shareholders of the resolutions to be proposed at an EGM and upon completion of the placing. The board expects the sale and purchase contract to be signed prior to the EGM taking place.

Quayside was established in 1999. It specialises in the restructuring and turnaround of businesses. To date it has worked on over 120 cases and has 33 live programmes underway at the moment with over £250m of funds managed.For the year ended 31 December 2005, Quayside generated revenues of £2m and profit after tax of £0.66m.

The firm is led by David Mills, managing director (who will join the board of Interregnum following completion of the acquisition) supported by Sandra Thomson, head of leisure, Michael Bancroft, head of media & fashion, Chris Langridge, head of finance and audit and Chris Marks, head of engineering/manufacturing.

The directors of Interregnum believe that Quayside will provide it with access to a strong pipeline of prospective advisory and investment transactions. Following completion of the acquisition of Quayside, and the satisfaction of the other conditions precedent (principally the obtaining of the necessary consents from the FSA relating to the deemed changes of control of Interregnum), application will be made for the 242,424,243 ordinary shares to be issued pursuant to the acquisition of Quayside and the Placing to be admitted to trading on AIM. Dealings are currently expected to commence in the new ordinary shares on 22 February 2006.

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