Acquisition

Torex Retail PLC
16 May 2005



16 May 2005

                                TOREX RETAIL PLC

                      TOREX RETAIL EXPANDS INTO US MARKET

              WITH ACQUISITION OF LEADING RETAIL SYSTEMS PROVIDER



•  Acquisition represents first strategic entry into the US

•  Provides access for Torex Retail's leading edge product portfolio,
   including LUCAS, into the world's largest single market for retail management
   systems

•  Gives further support for customers to run common systems across
   international estates

•  Earnings enhancing in the first 12 months


Torex Retail Plc ('Torex Retail' or 'the Group'), the leading supplier of retail
management systems to major European retailers, is pleased to announce that it
has completed the acquisition of Retail Store Systems Inc. ('RSS' or 'the
Company') for US$27.9 million.


About Retail Store Systems Inc. ('RSS')

RSS is a leading supplier of retail management systems to medium and large US
retailers. RSS provides a full range of systems integration services including
the supply of Electronic Point of Sale ('EPoS') software, hardware procurement,
bespoke development, systems build and implementation. The Company is one of the
largest resellers of IBM hardware to the US retail sector and is a long standing
and well respected supplier with an excellent reputation for customer service.
Its blue chip customer base includes Barnes & Noble College Book Services, IKEA,
Steinmart, Comp USA and BJ's Wholesale. RSS has over 15,000 EPoS installations
in 30 countries including a small presence in the UK market. RSS has some 100
employees providing nationwide coverage from its head quarters in Cumberland,
Rhode Island and sales office in Fountain Valley, California.


US market opportunity

Entry into the US is a key part of the Group's strategic growth plans and
provides Torex Retail with access for its best of breed solutions to the world's
largest single market for retail management systems with annual estimated
software sales alone of some $1.5 billion. The US retail systems market is
currently experiencing strong growth with analysts predicting that some 76% of
US retailers will replace their EPoS systems over the next five years.


RSS is extremely well positioned to immediately commence the marketing of LUCAS
(Torex Retail's leading JAVA EPoS product) as the Company is the Group's main
implementation and support partner in the US and assisted in the recent
successful Mont Blanc installation. Since 2004 Torex Retail has already
successfully won three customers for LUCAS in the US and RSS can build on the
momentum of these valuable reference sites going forward. The recent major
contract win to supply the leading fashion retailer Ann Taylor with
Smartdecision also provides a strong launch platform for this product in the US
market. These initial US sales have been made directly from the UK. With such a
dedicated and very experienced local presence, the Directors of Torex Retail are
confident of achieving significant sales in the US going forward.


In addition to new sales to major US retailers, RSS will give the Group the
ability to support major European retailers with US interests. Torex Retail
already have a number of customers and prospects who are seeking to run common
systems across their international estates. Ownership of RSS will therefore
enable Torex Retail to provide a significantly enhanced level of support and
service to these retailers in the world's largest retail market.


2004 Financial Performance & Consideration

In the year ended 31 December 2004, RSS achieved EBIT of US$2.4 million on
revenues of US$41.7 million. The consideration of US$27.9 million has been
satisfied by the payment of cash on completion of US$17.1 million together with
the issue of 5,423,865 new ordinary shares in Torex Retail to the vendors. Torex
Retail has today applied to AIM for admission of these new ordinary shares,
which is expected to become effective on 20 May 2005.


The Board believes that this acquisition will be earnings enhancing during the
first twelve months.


RSS Management

Steve Tilley, the President and founder of RSS, has entered into a two year
service agreement with Torex Retail and will play a leading role in implementing
the Group's strategy and growth plans for the US. At the same time he will work
with the existing management team to ensure that the successful financial track
record of RSS is maintained.


Chris Moore, CEO of Torex Retail Plc, commented:


'This is a fantastic opportunity for Torex Retail and represents a major
milestone in the strategic development of our business. As a leading US retail
systems provider and an established business with a strong management team and
customer service record, RSS provides a great platform for Torex Retail to
expand into the fast growing US market'.


                                     Ends.


Contacts:


Torex Retail Plc                                              0870 050 9900

Chris Moore - Chief Executive

Mark Pearman - Business Development Director

Richard Thompson - Finance Director



Citigate Dewe Rogerson                                        020 7638 9571

Ginny Pulbrook

Seb Hoyle


For further information on RSS please see www.rss.com


About Torex Retail plc - www.torexretail.com

Torex Retail plc is a leading independent provider of retail technology
solutions to many of the UK and Europe's leading retailers. In Spring 2004 the
company was bought out from healthcare software provider Torex plc and
re-floated on London's Alternative Investment Market. With a market
capitalisation of more than £100M, Torex Retail's product and solution set spans
high street and out-of-town retail and the petroleum and convenience sectors and
the company's customers include Dixons, Woolworth, Selfridges, Shell and Argos.
The company's products cover EPoS and a range of in-store and head office, loss
prevention, logistics and performance and productivity solutions. Torex Retail
has more than 1,000 staff based in the UK, Germany, Benelux and Eire.


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