Disposal

CSS Stellar PLC
05 September 2005






CSS STELLAR PLC
DISPOSAL
5 September 2005


CSS Stellar PLC ('CSS' or 'the Company') today announced that it is to sell The
GEM Group (Europe) Limited ('GEM Europe') its wholly owned UK subsidiary which
undertakes marketing services. GEM Europe is being bought by Passhold Limited
(the 'Buyer'), a newly formed company backed by private equity company Kaye
Enterprises Limited, plus several of the existing GEM Europe management team,
including directors of GEM Europe ('the Acquisition Team') for, in aggregate,
£2.01m. CSS Stellar will maintain a minority holding in the new company.



The consideration comprises £869,420 in cash, with the balance being paid
through CSS acquiring 2,280,232 ordinary shares currently owned by the
Acquisition Team.  The share buy-back will be completed after the Company
announces its interim results for the period to June 2005.



GEM Europe's operating profit for the year ended 31 December 2004 was £73,000 on
turnover of £5.2 million with net assets at 31 December 2004 of £268,000. The
disposal is expected to generate up to a profit for the group of £1.7 million
before goodwill amortisation. The proceeds realised from the sale of GEM Europe
will be used to reduce the CSS Group's borrowings and be reinvested in group
activities.



The Directors of CSS consider, having consulted with Bridgewell Securities Ltd,
that the terms of the transaction are fair and reasonable insofar as its
shareholders are concerned.



The disposal was anticipated in the Company's AGM statement earlier this year in
line with the Board's strategy of maximising shareholder value through the
disposal of non-strategic assets.  GEM Europe's client base has not expanded
into North America as had been expected and there has not been the resultant
interaction between Europe and North America.



Completion will occur on the first business day after satisfaction of the
Condition on which the Vendor is able, in connection with all applicable laws
and the AIM Rules, to effect the Share Buy Back, provided that such date is no
later than 31 December 2005.  The Share Buy Back will occur on Completion.



In order to ensure the satisfaction of the Condition and the Share Buy Back, it
is the intention of the Company to convene an Extraordinary General Meeting at
which a resolution will be put to shareholders to facilitate the Share Buy Back.
A formal notice of this EGM will be sent to shareholders with committed
timing.



CSS originally purchased GEM Europe on 26 April 2002 for £1,350,000 in cash plus
2,502,078 ordinary shares in CSS. During its time within the group, GEM Europe
paid £1,020,000 in dividends to CSS.



Commenting on the sale, CSS Stellar CEO Sean Kelly said, 'We are constantly
evaluating the mix of companies within the CSS Stellar Group and the Board felt
that the GEM Europe business had reached a stage of maturity which indicated it
was a good time to sell the business and realise shareholder value. The sale of
GEM Europe will also enable a reduction of GEM North America overhead cost. The
purchase of GEM Europe in 2002 has proved to be commercially very successful for
the group with a cash on cash profit over £500,000 in just over two years,
giving a rate of return of 40%. We have enjoyed a very good working relationship
with GEM Europe and there are several existing sports marketing programmes on
which we will continue to work closely together.'





The GEM Group is primarily based in North America with offices in New York,
Minneapolis, Denver and Toronto and specialises in a range of marketing
disciplines. GEM Europe specialises in sports marketing through sponsorship and
its activation. GEM Europe will be re-named and continue to work closely with
CSS Stellar on a number of ongoing projects.



Related Parties



The Acquisition Team includes Nigel Currie, Kate Hill, Marcus Robertson and
Marie Still who, as directors of GEM Europe are considered related parties of
CSS for the purpose of the AIM Rules.  These individuals will, from Completion,
be interested in the Buyer as follows:


                              Ordinary Shares of £0.10     Preference Shares of £1
Nigel Currie                  6,890                        77,331
Kate Hill                     6,890                        94,110
Marcus Robertson              6,890                        325,110
Marie Still                   6,890                        44,710





Pursuant to the Share Buy Back they (and their connected persons) will receive
the following cash consideration for their shares in CSS, which will be used to
fund the acquisition of GEM Europe by the Buyer:


Nigel Currie                       £68,221.00
Kate Hill                          £102,624.00
Marcus Robertson                   £510,768.50
Marie Still                        £1,810.00





CSS intends to report its interim results for the period ended 30 June 2005 on
21 September 2005.




- end -






For further information contact:


CSS Stellar                                            Tel: [phone]
Sean Kelly, Chief Executive
Kevin Rose, Finance Director

Buchanan Communications                                Tel: [phone]
Bobby Morse, Rebecca Skye Dietrich




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