Final Results

Interregnum PLC
18 September 2001

Tuesday 18th September 2001

                                PRESS RELEASE



                               INTERREGNUM PLC



             Financial Results for the Year Ended 30th June 2001

Financial Highlights



-        Overall turnover increased by 2% to £1,522,000, (2000: £1,486,000).
         Turnover in areas where we continue to focus increased by 33%

-        Overall value of investments increased by 27% to £14,551,000 (2000: 
         £11,461,000)

-        Profit before tax £16,000 (2000: £145,000)

-        Earnings per share 0.02p basic and 0.02p fully diluted



Corporate Progress



-        Profitable growth year on year

-        Talent base enhanced by recruitment of 6 new portfolio development
         executives

-        No cash write-offs

-        Increase in advisory revenues despite cessation of M&A advisory
         business

-        Overall IRR of 60%* on investments planned for warehousing in our
         venture capital fund

-        £75m Venture Capital fundraising progressing



* Based on British Venture Capital Association valuation criteria, and taking
into account realisations, interest received and associated income.



Commenting on the results, Ken Olisa, Chairman of Interregnum plc, said:



'I am pleased to report that Interregnum has made good progress in the last
year.  We continue to deliver profitable growth year on year and have now
successfully completed our transition into a fully integrated IT (Information
Technology) investment and advisory company.



'Despite the unprecedented turbulence in the global IT sector we have
successfully demonstrated our ability to invest money alongside our
intellectual capital to deliver impressive returns. Although the economic
outlook remains uncertain, we are confident of continued growth in our
portfolio and the opportunity for further investment in high potential
technology companies.'



                               -         Ends -





For further information, contact:


Interregnum plc                                  020 7494 3080
Ken Olisa, Chairman & CEO
Pip Creed, Marketing Executive

Merlin Financial                                 020 7606 1244
Paul Downes                                      Mob. [phone]
Vanessa Maydon                                   Mob. [phone]


Attached:          Extracts from Chairman's Statement
                   Profit & Loss Account
                   Balance Sheet
                   Cashflow Statement
                   Financial Review Notes





EXTRACTS FROM CHAIRMAN'S STATEMENT

Introduction



I am pleased to report that Interregnum has made good progress in the last
year.  We continue to deliver profitable growth year on year and have now
successfully completed our transition into a fully integrated IT (Information
Technology) investment and advisory company.



Despite the unprecedented turbulence in the global IT sector we have
successfully demonstrated our ability to invest money alongside our
intellectual capital to deliver impressive returns. Although the economic
outlook remains uncertain, we are confident of continued growth in our
portfolio and the opportunity for further investment in high potential
technology companies.



At a time when others have lost significant sums and have laid off staff,
Interregnum remains profitable and our new recruits have been applying their
deep marketing expertise to help grow the value of our portfolio. Although
some of our portfolio holdings were written down at the year-end, the vast
majority of our holdings have increased in value.



As a result, our life-time IRR (Internal Rate of Return) is 72%* and, more
importantly, the investments that we have made over the last twelve months
which are warehoused for the fund have, in aggregate, achieved an IRR of 60%*.
This compares favourably to other technology investors who have seen their
portfolio valuations decline.



The turmoil in the IT sector has had mixed effects on our business.  On the
positive side, valuations at which we can invest are at the lowest levels that
we have seen for a long time and early-stage entrepreneurs are very open to
our hands-on approach to value growth.



On the negative side however, the appetite amongst private equity institutions
for investment into venture capital funds has been dampened by the fall in the
value of their overall portfolios. This has resulted in slower progress than
we would have liked in raising our first fund. Nevertheless, we and our
advisors remain confident of achieving a first closing within the short term.



IT markets are currently depressed, but the critical importance of information
processing to virtually all aspects of commercial and social life means that,
although buying priorities may shift, we believe that the absolute demand for
IT will continue to grow.





* based on British Venture Capital Association valuation criteria, and taking
into account realisations, interest received and associated income.


The events of the last year or so have served to remind everyone that, just as
in every other sector, high value IT companies are the product of hard work,
not of fashion.  At Interregnum we have always acknowledged this and we
continue to apply our in-depth sectoral knowledge, expertise, track record and
capital to achieve our mission - transforming technology into wealth.

Market Conditions



At the beginning of our financial year the technology-weighted NASDAQ Computer
Index stood at 2351.  By the end of the year, on June 30th 2001, it had fallen
to 1084.  That dramatic 54% decline charted an exceptionally turbulent time
for the IT market.



The bursting of the dot.com bubble triggered the collapse, heralding the
general realisation that the way to value internet businesses was exactly the
same as the way used to value all other businesses - namely by how much cash
they were likely to generate over a reasonable time period.  Not by how fast
they were burning it.



Unfortunately, most new economy internet companies had flawed models that were
only capable of consuming, rather than generating cash. The collapse in the
values of technology stocks had a knock-on effect elsewhere, hitting hardest
those that depended on the internet boom for their own revenue growth.
Companies providing telecommunications services, routers, web servers, web
hosting, consultancy, investment banking and advertising were prime members of
a long list whose travails are represented by the year-on-year fall in the
NASDAQ index. That decline had several consequences for the market in which we
operate.



*        Investment capital dried up sending many companies to the wall
irrespective of their quality and making it more difficult for us to find
co-investment partners for our deals

*        Falls in public equity prices led to the effective closure of the IPO
(Initial Public Offering) market postponing the exit of the more mature
portion of our portfolio

*        Private equity investors found themselves over-exposed to IT stocks,
thus reducing their appetite for new venture capital investment and slowing
the process of raising our first fund.

Financial Highlights



The core of our company's value lies in our ability to generate free cashflow
from the realisation of assets in our portfolio.  The degree to which we are
able to grow each portfolio holding is a function of our core Venture
Marketing skills - working with high potential technology companies to
develop, fund and implement aggressive business and marketing strategies.



Revenue Growth



During the year we reduced focus on that part of our M&A (Mergers and
Acquisitions) activities connected with disposals of non-portfolio clients.
This decision was made to enable us to concentrate our resources fully on
building value in the portfolio.


                          YE June 2001 / £000  YE June 2000 / £000  Growth / %
Venture Marketing                     1,005.1                834.1
Research &  Consulting                  314.5                234.9
Venture Capital                         202.1                 77.4
                Subtotal              1,521.7              1,146.4          33
Mergers & Acquisitions                      0                340.0
                   Total              1,521.7               1486.4           2





In the previous year, our M&A revenues had been £340,000 (23% of the revenue
1999/00). Despite this cessation, our overall revenues grew for the year by 2%
from £1,486,000 to £1,522,000 driven by a 21% increase in our core Venture
Marketing revenues and a 34% increase in our Research revenues. These
increases clearly demonstrate the relevance of our services to growing IT
companies and to other investors who recognise the value of our IT industry
expertise.



Profitability



The last year saw us grow the number of employees by 13, (81%) with a
consequent increase in salary costs from £1,018,000 to £ 1,518,000. Despite
this sharp rise in costs and a weak environment in which to dispose of our
assets we were able to remain profitable, recording a small PBT (Profit before
Tax) of £16,000.



Strong Balance Sheet



Our balance sheet remains healthy. During the second half of the year we
concentrated on reducing our days sales outstanding. At the 30th June 2001
this had reduced from 96 to 64 days. This has enabled us to minimise our cash
outflow for the year (excluding investments) to less than £600,000. This low
burn rate ensures that we maximise the cash available for investment.



Portfolio Review



The table below summarises the movements in our portfolio during the year.


                                                                           £000
At 1st July, 2000                                                        11,461
Cost of Additions                                                         6,891
Cost of Exits                                                           (1,565)
Valuation of investments written up                                       1,678
Valuation of investments written down                                   (3,914)
At 30th June, 2001                                                       14,551



We invested in 16 companies, of which 11 were existing holdings in our
portfolio and five were new entrants. The write down in our holding in
Mediasurface of £3,346,565 represents the bulk of the decrease following a new
investment round, led by the company's principal investors, at a valuation
substantially below the previous round in 2000.



Excluding Mediasurface, the value of the overall portfolio grew by 16%.

Strategy



The last 25 years have seen a massive development of wealth within the global
IT industry, even despite the recent downturn.  However, the vast majority of
that value has been generated in the USA where a mature venture capital sector
applies money to high-potential businesses containing a combination of
technology, established business acumen and a recognition of the central role
of sales and marketing.



On this side of the Atlantic, the position is very different. Although Europe
and the USA have roughly equivalent economies, populations, IT markets and
science research bases, European companies are notably absent from the top of
the list of the world's largest IT corporations.



This is due to two causes:

*        European IT entrepreneurs lack the capital and confidence enjoyed by
their American counterparts.  Capital is relatively scarce because most
European venture capitalists concentrate on the redistribution of wealth via
MBOs and MBIs (management buy-outs and buy-ins) rather than creating wealth in
seed and early-stage companies.

*        Confidence is low because of the relatively risk-averse nature of our
society which tends to favour the professions and a corporate career over
entrepreneurship.



Prior to our IPO (in March 2000), Interregnum was an advisory company using
our extensive IT marketing expertise and venture capital contacts to both
inject confidence and raise capital for high-potential IT entrepreneurs.



We were rewarded with fees and to align our interests with those of our
clients we received 'sweat equity' (a small number of shares or options
granted at a price that equated to the value of the companies when we became
involved).  The majority of the return on a successful investment would go to
our venture capital partners.



Our IPO provided us with the ability to invest capital ourselves and, although
we have usually been co-investors with other venture capitalists, we are now
able to increase our potential return by taking a larger direct stake in our
investee companies.



At the IPO we raised £19.2m of which £10.9m has been invested to date.  As
reported elsewhere we have achieved an IRR of 72%* so far in difficult market
conditions and are therefore confident of our investment abilities.



* based on British Venture Capital Association valuation criteria, and taking
into account realisations, interest received and associated income.



We believe that by applying both financial capital and confidence to our
portfolio companies - the latter through a wider understanding of the IT
market in which they operate and a stronger focus on more aggressive sales and
marketing - there are considerable opportunities for Interregnum to create
outstanding European IT companies.



Current Activities



Venture Marketing - Portfolio Development



This year, revenues from Venture Marketing activities passed the £1m mark, an
increase of 21% over the previous year.  Our Venture Marketing team continues
to work intensively with the boards of our investee companies, providing
significant IT marketing and business management expertise to build value
within our portfolio.  In the prevailing tough market conditions, the
deployment of such expertise is more crucial than ever before.



During the year we recruited an additional six Venture Marketing executives
bringing with them the skills and knowledge gained as senior managers and
entrepreneurs within key sectors of the international IT market.  Between them
they add over sixty years of industry experience taking our company aggregate
years of IT experience to just under three hundred.



In the new financial year we have over 50% more experienced resource to deploy
than in 2000/01 at a time when such expertise will command a premium.



Research & Consulting - Marketing-Centric Advice



Our research services were again in great demand during 2000/01 and our
revenues in this area increased by 34% compared with 1999/00. Just under half
of this revenue came from work with our investee companies, and the rest came
from institutional investors for whom we undertook research projects to help
them assess and manage the risks in their IT investments.



Perhaps more significant than the headline revenue growth has been the
increase in Interregnum's research capability, and the establishment of a more
formal Knowledge Base for the company. During the year, we recruited three
experienced individuals from top IT analyst firms Gartner, Giga and IDC, and
expanded our already wide range of IT industry information sources.



The team has refined our Four Pillars of Value(c) methodology - assessing the
level of future free cashflow of a portfolio company against four key
criteria: People, Offering, Base and Brand - and devised a simplified taxonomy
for the IT industry which helps Interregnum to identify opportunities which
arise from changes, discontinuities or vacuums in the IT industry.



We are confident that Interregnum is now extremely well positioned with the
resources and knowledge to undertake proactive prospecting for investment
opportunities, rather than relying on qualifying those referred to us. Our
research team is at the heart of that proactive capability.



Venture Capital - Investing for growth



Our success during 2000/01 has been a further validation of the Interregnum
strategy for building wealth within our portfolio.



During the year we have:

-        Invested in those sectors identified by our Research & Consulting and
Venture Marketing groups as offering significant potential.

-        Applied our Venture Marketing capability to help build, de-risk and
value enhance those companies in which we choose to invest.

-        Structured our investments to achieve the highest possible returns
irrespective of market conditions.



This strategy has generated a 36% IRR* on our post-IPO cash investments (May
2000 - June 2001) and a 60% IRR* on the investments made in 2000/01 warehoused
for Interregnum Fund I.  Investments made since the 1st July 2000 have been
warehoused.



Ironically, these short-term results are derived from a strategy that is long
term focused and which we will continue to employ to benefit our shareholders.



2001/02 is, in our view, a year in which we must ensure that our portfolio
companies survive difficult and rapidly consolidating markets, and make
judicious investments at very attractive valuations.

Conclusion



The public equity market turbulence of the last twelve months is likely to
continue for some time yet.  However, the developed world's dependency on
information processing can only continue to increase in line with the need to
improve productivity.  This will in turn drive the formation of many new IT
companies as innovators compete to offer ever more effective systems.



Traditionally the growth could have been expected to have come from the USA
and not Europe.  However, one positive outcome from recent difficult times is
that IT entrepreneurs are less fearful of starting a business.  We believe
that Interregnum is well positioned to attract the best of the next generation
of leaders with our unique mix of intellectual and financial capital.



In order to be able to take advantage of this, we have set ourselves three
current priorities:





* based on British Venture Capital Association valuation criteria, and taking
into account realisations, interest received and associated income.






 1. Funds: Increase our investment power by closing Interregnum Fund I.  This
    will be structured as a traditional venture capital fund to be managed by
    Interregnum. It will, once raised, significantly increase the funds
    available for investment and will provide us with a management fee from
    institutional monies committed and a share of the Fund's profits without
    diluting existing shareholders.



 2. People: Recruit and retain IT business talent.  Central to the successful
    development of our portfolio is access to a global network of contacts and
    the application of knowledge that can only come from practical experience.
    Over the last year we have recruited some of the best qualified IT
    marketeers in the UK who have brought over 80 years of experience in the
    IT industry to Interregnum.



 3. Momentum: At our IPO we declared our intention to become a different style
    of IT investor -not just investing money, but rolling up our sleeves to
    work alongside our portfolio companies, providing them with well-placed
    confidence in their potential. As these results show, despite extremely
    difficult market conditions, we have made very good progress in this
    direction. In the new financial year we intend to continue this work and
    to remain on-track to deliver our strategic objective - transforming
    technology into wealth.



Thanks



Our first full year as a public company has been characterised by
unprecedented change both internally and externally.



We would not have been able to grow our revenues, remain profitable, invest  £
10,910,000 or recruit the depth of talent without our portfolio companies, our
partners, our advisors, our shareholders and of course, the people at
Interregnum.



Thank you all.





Ken Olisa

Chairman & CEO







Interregnum plc

PROFIT AND LOSS ACCOUNT

For the year ended 30 June 2001






                                                         2001             2000
                                                            £                £

TURNOVER                                            1,521,724        1,486,411

Administrative expenses                            (2,886,123)      (1,918,358)
Other operating income                                 91,109           88,743

OPERATING LOSS                                     (1,273,290)        (343,204)

Profit on realisation of investments                  324,964          177,516
Interest receivable                                 1,018,840          335,492
Interest payable                                      (54,556)         (24,808)

PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION          15,958          144,996

TAXATION                                                 (796)         (24,600)

RETAINED PROFIT FOR THE FINANCIAL YEAR                 15,162          120,396

Earnings per share
-  Basic                                                0.02p             0.26p
-  Fully diluted                                        0.02p             0.19p



The operating profit for the year arises from the company's continuing
operations.



STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES

For the year ended 30 June 2001


                                                             2001         2000
                                                                £            £

Profit for the financial year                              15,162      120,396
Unrealised (deficit)/surplus on revaluation of
fixed asset investments                                (2,375,502)   4,899,654
                                                       
Realised gains on fixed asset investments                       -      (41,285)


Total recognised gains and losses relating to the      (2,360,340)   4,978,765
year



Interregnum plc

BALANCE SHEET

30 June 2001


                                                         2001             2000
                                                            £                £

FIXED ASSETS
Tangible assets                                       355,791          216,752
Investments                                        14,551,452       11,461,094


                                                   14,907,243       11,677,846



CURRENT ASSETS
Debtors                                             1,316,048          844,698
Cash at bank and in hand                            7,994,754       13,903,515


                                                    9,310,802       14,748,213

CREDITORS: Amounts falling due within one          (1,109,747)        (581,723)
year


NET CURRENT ASSETS                                  8,201,055       14,166,490



TOTAL ASSETS LESS CURRENT LIABILITIES              23,108,298       25,844,336

CREDITORS: Amounts falling due after more                   -         (398,023)
than one year


NET ASSETS                                         23,108,298       25,446,313



CAPITAL AND RESERVES
Called up share capital                             3,271,655        3,249,330
Share premium account                              18,876,852       18,876,852
Revaluation reserve                                 3,637,871        6,013,373
Merger reserve                                     (2,406,655)      (2,406,655)
Profit and loss account                              (271,425)        (286,587)


EQUITY SHAREHOLDERS' FUNDS                         23,108,298       25,446,313





Interregnum plc

CASH FLOW STATEMENT

For the year ended 30 June 2001




                                                         2001             2000
                                                            £                £

Net cash flow from operating activities            (1,488,442)        (379,265)

Returns on investments and servicing of               964,284          134,155
finance

Taxation                                              (24,600)          (2,792)

Capital expenditure and financial investment       (5,374,953)      (5,295,979)


CASH OUTFLOW BEFORE USE OF LIQUID RESOURCES
AND FINANCING                                      (5,923,711)      (5,543,881)
                                                   

Financing                                              14,950       19,618,195


(DECREASE)/INCREASE IN CASH                        (5,908,761)      14,074,314






RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT




                                                      2001                2000
                                                         £                   £

(Decrease)/increase in cash in the              (5,908,761)         14,074,314
period
Decrease in debt and lease financing                 7,375              16,813
Loan                                                     -            (375,621)
Exchange movements                                 (27,814)            (20,654)

Change in net debt                              (5,929,200)         13,694,852

OPENING NET FUNDS/(DEBT)                        13,498,118            (196,734)

CLOSING NET FUNDS                                7,568,918          13,498,118




Interregnum plc

FINANCIAL REVIEW NOTES

For the year ended 30 June 2001





1.      The financial information contained in this document does not
constitute statutory accounts within the meaning of section 240 of the
Companies Act 1985. The figures for the year ended 30 June 2001 have been
extracted from the annual accounts. The audited statutory accounts for the
year ended 30 June 2001 will be delivered to the Registrar of Companies and
shareholders in due course.



2.      The directors do not recommend a payment of a dividend



3.      Accounting Policies



 All accounting policies adopted are consistent with those applied in prior
years.



4.      Taxation



The tax charge for the year is £796 (2000: £24,600).



5.      Earnings per share has been calculated based on the provisions of the
Financial Reporting Standard 14 - 'Earnings per share'. Basic earnings per
share has been calculated by dividing the profit for the year of  £15,162
(2000: £120,396) by the weighted average number of shares in issue during the
year. During the year the weighted average number of shares in issue was
65,141,092 (2000: 45,530,929)



Diluted earnings per share has been calculated by dividing the profit for the
year of £15,162 (2000: £120,396) by the weighted average number of shares
referred to the above, plus the weighted average number of shares available
under the share options outstanding during the period. On this basis, during
the year the weighted average number of shares in issue was 82,270,546 (2000:
63,024,988).



6.      Share Capital - Movements



During the year, 446,500 share options were exercised at £0.05p. This resulted
in an increase in share capital of £ 22,325.




Interregnum plc

FINANCIAL REVIEW NOTES

For the year ended 30 June 2001



7.         Notes to the Cashflow Statement




CASH FLOWS                                                  2001          2000
                                                               £             £
Reconciliation of operating loss to net cash inflow
from operating activities
Operating loss                                        (1,273,290)     (343,204)
Depreciation                                              95,132        38,827
Increase in debtors                                     (471,350)     (297,148)
Increase in creditors                                    133,252       201,606
Exchange loss                                             27,814        20,654


Net cash flow from operating activities               (1,488,492)     (379,265)



                                                            2001          2000
                                                               £             £
Analysis of cash flows for headings netted in the
cash flow
Returns on investments and servicing of finance
Interest received                                      1,018,840       158,963
Interest paid                                            (53,659)      (21,664)
Interest element of finance lease rental payments           (897)       (3,144)


Net cash inflow from returns on investments and
servicing of finance                                     964,284       134,155
                                                         


Capital expenditure and financial investment
Payments to acquire tangible fixed assets               (234,171)     (147,903)
Payments to acquire investments                       (6,891,871)   (5,426,162)
Sale of investments                                    1,751,089       278,086


Net cash outflow from capital expenditure and
financial investment                                  (5,374,953)   (5,295,979)
                                                      


Financing

Issue of share capital                                    22,325    20,223,046

Expenses paid in connection with share issue                   -      (963,534)

Loan received                                                  -       375,496

Capital element of finance lease rental payments          (7,375)      (16,813)



Net cash inflow from financing                            14,950    19,618,195





8.         This statement was approved by the Board Of Directors on 17th
September 2001.