Issue of Equity

Readybuy PLC
12 April 2006


                                  READYBUY PLC

                Proposed capital reorganisation and subscription


The Board of Readybuy plc (the 'Company') is pleased to announce that it
proposes to raise approximately £262,500, before expenses, by the issue of
additional equity share capital to a group of new investors (the 'Subscription')
following a capital reorganisation of its existing issued share capital.


The purpose of the Subscription is to provide additional capital in order to
facilitate the intended acquisition of a target to be identified so as to
enhance the value of the Company's ordinary shares.  Subject to the approval of
shareholders, the Company is also proposing to adopt a new investing strategy.


The capital reorganisation


In order to facilitate the Subscription, the Company proposes to sub-divide each
issued ordinary share of 0.5p into one new ordinary share of 0.1p each ('
Ordinary Shares') and one deferred share of 0.4p each ('Deferred Share').  Each
Ordinary Share will, effectively, have the same rights as each existing ordinary
share.  The rights of the Deferred Shares will render them effectively worthless
and, in due course, they will be cancelled.  Each unissued existing ordinary
share in the capital of the Company will be sub-divided into 5 unissued new
Ordinary Shares. Further Ordinary Shares, each having a nominal value of 0.1p
and having the same rights as the new Ordinary Shares, will be created.  In
addition, a resolution will be proposed at the EGM to convert the authorised but
unissued 50,000 redeemable shares of £1.00 each in the capital of the Company
(and which were redeemed by the Company on 26 August 2003) into 50,000,000 new
Ordinary Shares.



The Subscription


The Company is proposing to issue 105,000,000 Ordinary Shares (the 'Subscription
Shares') at 0.25p per share, 104,000,000 of which will be issued to a group of
investors comprising mainly high net worth individuals (the 'Concert Party').
In addition, the Company's nominated adviser and broker, WH Ireland Limited ('WH
Ireland') is to subscribe for 1,000,000 Ordinary Shares on the same basis as the
Concert Party.  Assuming the Subscription Shares are subscribed for in full, the
Concert Party will own approximately 83.82% of the enlarged share capital of the
Company.



In addition, it is proposed that each member of the Concert Party and WH Ireland
will be issued with warrants to subscribe for one additional Ordinary Share for
every two Subscription Shares subscribed for (the 'Warrants').



The Warrants will be exercisable at a price of 0.25p per Ordinary Share at any
time from the date of admission of the Subscription Shares to trading on AIM
until seven years from that date.  Assuming the Warrants are exercised in full,
an additional £131,250 of working capital will be raised for the Company.



Application will be made for the Ordinary Shares (including the Subscription
Shares) to be admitted to trading on AIM.  It is expected that trading will
commence on 8 May 2006.


Concert Party


The Concert Party is a group of mainly high net worth individuals, many of whom
have previously invested in private and public companies, which was brought
together by Christopher Potts through his connections within the stockbroking
sector.



Chris Potts


Chris began his career in 1986 with stockbrokers Keith, Bayley, Rogers & Co.
before moving to Winterflood Securities as a market maker in 1988. In 2002, he
moved to Evolution Group Plc to expand their trading operation and was appointed
Head of Market Making, overseeing in excess of 700 smaller companies. Chris has
been involved with a number of private companies and was a founder shareholder
of Z Group Plc and assisted their £21m float on AIM in June last year.




Stephen James


Stephen is an active investor in UK equities. His career started in Peru in 1979
where he ran his own adventure travel company. Subsequently he has worked in
Zimbabwe (1986-89) and the UAE (1992- present).


Daron Lee


Daron commenced his career with stockbrokers Ashworth Sons & Barratt in 1987
before pursuing other opportunities within the family business. He then came
back to stockbroking with WH Ireland until he established a company called
Proquote Limited, a business engaged in the provision of on-line stock market
data and company information. Proquote was sold in February 2003 to the London
Stock Exchange Plc and he remained with the company as its managing director
until the end of 2004.  Since then Daron has pursued a number of personal
business interests.


Robert Quested


Robert Quested is currently working with an Abu Dhabi based private
pharmaceutical company.  His career in the Middle East started in Saudi Arabia
in the 1970s where he was involved in the provision of pharmacy services to the
military and continued in a similar capacity in The Sultanate of Oman.  He has
been an active investor in the UK stockmarket over the last 30 years.  Robert is
not a director of any company at present.



The remainder of the Concert Party is made up of a number of members each of
whom, immediately following admission of the new Ordinary Shares to trading on
AIM will hold less than 1% of the enlarged share capital of the Company
following completion of the Subscription (assuming no further share issues).



Investing Strategy


Following the cessation of its trading activities in July 2005,  the Company is
currently deemed to be an investing company for the purposes of the AIM Rules.
It is accordingly required to have an investing strategy.



The Company is looking to make an acquisition and is currently concentrating on
those involved in enabling technologies particularly in the defence and
bio-chemistry sectors.  It is likely that such company will be UK based,
although, in time, the Company may look overseas.



The Company believes that it should fulfil initial goals by completing a reverse
transaction into the Company within 12 months and if it was unable to complete
such a transaction within the next 18 months it would call a general meeting of
its shareholders to vote on a return of any remaining funds to shareholders.



The Company understands that the Concert Party has long-term access to finance
for acquisitions.



The Concert Party is currently in discussions with a potential target, but at
this stage has not entered into any binding agreement.



The Concert Party proposal includes the raising of £262,500 through the
Subscription in order to strengthen the Company's balance sheet.



The City Code



Under Rule 9 of the City Code on Takeovers and Mergers (the 'City Code'), when a
person or a group of persons acting in concert acquires shares in a company
which is subject to the City Code (as is the case with the Company), and such
shares would result in such person or persons holding shares carrying 30%, or
more of the voting rights of that company, such person or group is normally
obliged by the Panel on Takeovers and Mergers (the 'Panel') to make a general
offer to all shareholders for the remaining shares in the capital of that
company.



The members of the Concert Party are deemed to be acting in concert for the
purpose of the City Code. Immediately following the Subscription, assuming all
Subscription Shares are subscribed for by the Concert Party, the Concert Party
would hold approximately 83.82% of the then enlarged issued share capital of the
Company.  If the Concert Party exercised all the Warrants in full, this would
increase their holding to approximately 88.29% of the then further enlarged
issued share capital of the Company (assuming no further share issues have taken
place).  A table showing (i) the respective individual shareholdings of the key
members of the Concert Party in the then enlarged issued share capital of the
Company upon completion of the Subscription (assuming all Subscription Shares
are issued and allotted to such members of the Concert Party) and (ii) following
exercise of all the Warrants in full in the then further enlarged issued share
capital of the Company (assuming no other share issues have taken place) is set
out below:-



Member                                Current Holding (i) Post Subscription           (ii) Post Warrant

Stephen James                             Nil                  16.1%                           17.0%

Daron Lee                                 Nil                  12.1%                           12.7%

Christopher Potts                       74,990                   17%                           17.9%

Robert Quested                            Nil                  29.8%                           31.4%



The remainder of the Concert Party is made up of a number of individuals, each
of whom, immediately following admission of the Ordinary Shares to trading on
AIM, will hold at that time, less than 1% of the then enlarged share capital of
the Company.



In the present circumstances, the Panel has agreed to waive any requirement for
the Concert Party to make a general offer to Shareholders under Rule 9 of the
City Code as a result of the Subscription and the issue of any shares pursuant
to the exercise by any member of the Concert Party of any of the Warrants,
subject to approval by the Company's existing independent shareholders (i.e.
holders of existing ordinary shares save for Christopher Potts) at the
extraordinary general meeting of the Company to be held on 5 May 2006 (the 
'EGM')..



Following completion of the Subscription, the members of the Concert Party will
hold more than 50% of the Company's voting share capital and (for so long as
they continue to be treated as acting in concert) may accordingly be able to
increase their aggregate shareholding without incurring any further obligation
under Rule 9 to make a general offer, although individual members of the Concert
Party will not be able to increase their percentage shareholding through a Rule
9 threshold without Panel consent.  For the avoidance of doubt, subject to
Resolution 1 being passed, Mr Quested will be able to exercise Warrants such
that he holds 31.4% of the Company's voting share capital, as detailed in the
table above, without any Rule 9 consequences.



Accordingly, a poll will be held on Resolution 1 (set out in the notice of EGM)
to be proposed to the holders of existing ordinary shares as an ordinary
resolution at the EGM, for the purpose of waiving any requirement that the
Concert Party should make a general offer to Shareholders.  To be passed, a
simple majority of the votes cast by independent shareholders (i.e. holders of
existing ordinary shares excluding Mr Christopher Potts) must be cast in favour
of the Resolution.




EGM



The capital reorganisation, Subscription and issue of Warrants are conditional
upon the passing of the necessary resolutions at the extraordinary general
meeting of the Company to be held on  5 May 2006.


Circular to Shareholders



A circular setting out details of the proposals referred to above has been
posted to all existing shareholders.


Commenting on the proposals, Colin Davies, a director of Readybuy said 'We are
pleased that the Concert Party has agreed to inject new funds into Readybuy
which should, hopefully, deliver some future value for shareholders'


Enquiries


Colin Davies                 (Readybuy plc)                    Tel: [phone]

David Youngman           (W H Ireland Limited)                Tel: [phone]


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