Placing

Ingenta PLC
29 October 2004


                    Ingenta plc ('the Company' or 'Ingenta')

              Proposed sub-division of Ordinary Shares and Placing


Introduction

The Board of Ingenta announces that it has agreed, subject to certain
conditions, to raise approximately £1.55 million, net of expenses, by way of a
Placing. Further details of the Placing, which is being fully underwritten by
Collins Stewart, are set out below.


Background to and reasons for the Placing and the sub-division of share capital

As announced to shareholders on 13 October 2004, the Group has continued to make
progress in the six months ended 30 September 2004. While its previous trend of
declining turnover has been halted, overheads reduced and the overall net
trading performance substantially improved over the previous year's, top line
revenue has not however met management's expectations.

Taking into account these trading results, likely future trading performance and
continuing commitments to invest in new product development, the Board has
therefore concluded that it should raise additional funds through the Placing to
strengthen the Company's balance sheet and to provide it with additional working
capital.

In order to ensure certainty, to broaden the institutional shareholder base and
to minimise transaction costs, the Placing shares are only being offered to a
number of new and existing institutional shareholders. In addition, reflecting
institutional investor expectation, the Board is supporting the Placing by
investing £0.1 million.

The existing Ordinary Shares have recently been trading at or below their 5p
nominal value. At the close of business on 28 October 2004 the middle market
price was 4p per share. Following discussions with the Company's financial
adviser, the Board has concluded that if the Company is to effect the Placing,
the shares must be offered at a price below the current nominal value. Since the
Company is not permitted under English company law to issue shares for less than
their nominal value the Board has decided that it should undertake the proposed
sub-division of the existing Ordinary Shares in order to effect the Placing.


Details of the sub-division of existing Ordinary Shares

It is proposed that each issued existing Ordinary Shares of 5p will be
sub-divided into one Ordinary Share of 1p and one Deferred Share of 4p.  In the
absence of any other factors affecting the Company's share price, the
sub-division is therefore not expected to result in a change between the market
price of the existing Ordinary Shares of 5p and the Ordinary Shares of 1p.  The
Deferred Shares will in effect be worthless.

As the number of Ordinary Shares in issue will remain unchanged, no change will
be made to the terms of existing share options.



Placing

The Company announced today that it is raising £1.55 million, net of expenses,
through the placing of 45,000,000 new Ordinary Shares at 4p per share. The new
Ordinary Shares will rank in full for all dividends and otherwise pari passu in
all respects with existing Ordinary Shares.

It is expected that the Ordinary Shares resulting from the sub-division and to
be issued under the Placing will be admitted to trading on AIM on 23 November
2004. The Placing, which has been fully underwritten by Collins Stewart, is
conditional, inter alia, upon:


•    the approval of the Resolutions at the EGM;

•    the Placing Agreement becoming unconditional in all respects and not
     having been terminated in accordance with its terms; and

•    Admission.


Current trading and prospects

On 13 October 2004, the Company issued an announcement including the following
comments relating to current trading and prospects:

'The Board expects the results for the final three months of the current
reporting period to 31 December 2004 to produce near break even trading at the
EBITDA level. This continued strengthening of the Group's market position, taken
together with the benefits beginning to be felt from the stronger new order
pipeline and continuing cost reduction initiatives, should place it in an
improved position as it enters its 2005 financial year.'


Directors' shareholdings

The Directors' beneficial and non-beneficial interests in Shares (not including
unexercised options over Shares) on the date of this document and following the
Placing are set out below:


Director                                  Current Interests                 Interests after Placing

                                  Number of Shares      Percentage of  Number of Shares     Percentage of
                                                         Issued Share                        Issued Share
                                                              Capital                             Capital

Martyn Rose                              6,624,028                4.7         7,374,028               4.0
Mark Rowse                              13,308,558                0.5        14,058,558               7.5
Simon Dessain                              711,355                0.9         1,086,355               0.6
David Embleton                           1,219,988                9.4         1,219,988               0.7
Ward Shaw                                2,183,978                1.5         2,808,978               1.5



Extraordinary General Meeting

An EGM has been convened for 22 November to approve resolutions necessary to
effect the Placing and the sub-division.  The Company will despatch the Circular
to shareholders today.


Further information:


Ingenta              01865 799 010


Martyn Rose             Chairman
Mark Rowse             Company Secretary


29 October 2004

                      This information is provided by RNS
            The company news service from the London Stock Exchange