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Osprey Comms. (OSPY)


Wednesday 04 July, 2001

Osprey Comms.

Acquisition, Placing,EGM, etc

Osprey Communications PLC
4 July 2001

Osprey Communications plc ('Osprey' or 'the Company')

Proposed Acquisition of 10 Alps Broadcasting Limited and Instant Party
Limited, Proposed Placing to Raise £3.45 Million and Notice of Extraordinary
General Meeting

Osprey today announced that it has entered into conditional agreements to
acquire the whole of the issued share capital of 10 Alps Broadcasting Limited
('10 Alps') and Instant Party Limited ('Instant Party'). 10 Alps is an events
organiser, media consultancy and television and radio production business that
was taken over by Alex Connock at the time of the sale of Planet 24 group to
Carlton Television in 1999 and subsequently launched by Bob Geldof. Instant
Party, which trades as Dr Party, is an events organiser for the corporate
party market with some overlapping management and ownership with 10 Alps.

The initial consideration payable by Osprey to the shareholders of 10 Alps
will be the allotment and issue of 9,105,291 ordinary shares of 2p each
following the proposed 20 for 1 share consolidation ('New Ordinary Shares'),
representing 23.2 per cent of the enlarged issued share capital. In addition,
the vendors of 10 Alps are entitled to be issued up to a further 2,428,077 New
Ordinary Shares, representing 5.8 per cent. of the enlarged issued share
capital as enlarged by that issue, provided certain specified profit levels of
10 Alps for the year ending 31 March 2002 are achieved. At a placing price of
23p per New Ordinary Share ('Placing Price') this consideration values 10 Alps
at approximately £2.65 million.

The full consideration payable by Osprey to the shareholders of Instant Party
will be the allotment and issue of 1,821,058 New Ordinary Shares, representing
4.6 per cent. of the enlarged issued share capital. At the Placing Price, this
consideration values Instant Party at approximately £420,000.

In view of the aggregate size of 10 Alps and Instant Party in relation to
Osprey, the acquisitions will result in there being a reverse takeover of
Osprey under the AIM Rules and hence requires the approval of shareholders at
an extraordinary general meeting ('EGM').

A notice convening an EGM, which will take place on 27 July 2001, has today
been posted to shareholders with the Company's Annual Report and Accounts.

The Company is also proposing to raise £3.45 million (before expenses) by
means of a placing by Canaccord Capital (Europe) Limited to institutional and
other investors at a price of 23p per New Ordinary Share. It is also proposed
to consolidate every 20 ordinary shares of 0.1p each into a 1 new ordinary
share of 2p each.

Application will be made to the London Stock Exchange for the New Ordinary
Shares issued pursuant to the placing and acquisitions to be admitted, and the
existing shares (as consolidated) to be re-admitted, to trading on the
Alternative Investment Market and dealings are expected to commence on 30 July
2001. The new ordinary shares will rank pari passu with the existing ordinary
shares of the Company.

In order to reflect the enlarged business of the group, the Company is
proposing to change the name of the Company to Ten Alps Communications plc and
which will require shareholder approval at the EGM.

Copies of the document regarding the placing and acquisitions have been sent
to Osprey shareholders and will be available to the public until one month
after admission from the offices of Seymour Pierce Limited, 29/30 Cornhill,
London EC3V 3NF.

For further information please contact:

Osprey Communications plc

Jack Rubins                               Tel: 020 8795 4559

Munir Samji

Brown Lloyd James PR

Sheila Gunn                               Tel: 020 7591 9610, e-mail:
[email protected], pager: 07623 166910

Seymour Pierce Limited

Jonathan Wright                          Tel: 020 7648 8700

Jeremy Porter


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