Acquisition

CSS Stellar PLC 6 December 2001 6 December 2001 CSS Stellar plc (''CSS Stellar'' or the ''Group'') ACQUISITION OF MINORITY INTEREST CSS Stellar, the specialist sports and entertainment management and marketing group, is pleased to announce the acquisition of the outstanding 24 per cent. of the issued share capital it did not already own in CSS Stellar Entertainment Limited (''CSSEL'') from David Heartfield and Vanessa Heartfield. CSSEL previously organised the Greenwich Millennium Party and the AXA Final Ball at Wembley. More recently, CSSEL has been involved in staging a summer concert series at stately homes in England. The concerts have included performers such as Dame Shirley Bassey, Chris de Burgh and Bryan Ferry. The Directors of CSS Stellar consider the purchase of the minority interest in CSSEL to be a timely acquisition, following on from the recent acquisition of the premier talent agency, The Peters Fraser and Dunlop Group Limited (''PFD'') announced on 22 November 2001. The addition of PFD will facilitate further cross-selling and integration opportunities for the existing entertainment parts of the Group, which CSSEL will be better placed to take advantage of as a wholly-owned subsidiary. An initial consideration of £19,000 has been paid in cash to David Heartfield and Vanessa Heartfield for the purchase of the minority. Further consideration up to a maximum overall payment of £300,000 may become payable, depending on the profits achieved over the three financial years ending 31 December 2003. Any further consideration will be satisfied by an issue of CSS Stellar Ordinary Shares of 50p each and will be payable following completion of the audited accounts for the year ending 31 December 2003. Further consideration will represent a multiple of two times the aggregate profits after taxation achieved over the three-year period. CSSEL made a profit after taxation of £36,000 on sales of £2,014,000 in the year ended 31 December 2000. At the same date, CSSEL had net assets of £44,000. David Heartfield is a related party under the rules of the Alternative Investment Market of the London Stock Exchange (''AIM Rules'') since he is both a director and shareholder in a Group subsidiary. In addition, John Webber and Julian Hill are both directors of CSSEL and CSS Stellar. Accordingly, the terms of the transaction have been considered by the independent Directors of CSS Stellar, having consulted Granville Baird Limited, the Group's nominated adviser and, in the opinion of the independent Directors of CSS Stellar, such terms are fair and reasonable so far as the Group's shareholders are concerned. For further information, please contact: Sean Kelly 020 7907 4520 CSS Stellar Peter Watson 020 7488 1212 Granville Baird Limited
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