Acquisition

IP2IPO Group PLC 30 June 2004 IP2IPO Group plc 30 June 2004 Acquisition of Top Technology Ventures Limited IP2IPO Group plc ('IP2IPO' or the 'Company') (AIM: IPO), the intellectual property company that commercialises university technology, is pleased to announce it has acquired the entire issued share capital of Top Technology Ventures Limited ('Top Technology') (the 'Acquisition'). The maximum consideration payable, of £2.4 million for the Acquisition, is to be satisfied in two tranches: Tranche 1: £800,000 in cash and 172,092 IP2IPO ordinary shares of 10p each (the 'Tranche 1 Shares'), payable immediately Tranche 2: £800,000 in cash, payable on 30 June 2005 (subject to fulfilment of certain conditions) The sellers of Top Technology, Mr Harry Fitzgibbons and Top Technology Holdings, Inc (a company wholly owned by Mr Fitzgibbons), have undertaken to the Company that, save in limited circumstances, they will not dispose of any of the Tranche 1 Shares for a period of twelve months following the Acquisition. Information on Top Technology Top Technology is an investment manager of early stage technology venture capital funds in the UK. It currently manages two limited partnership funds, the first £25 million fund is fully invested; the second, an £18 million fund, has been approximately one third invested. Top Technology was founded by Harry Fitzgibbons in 1986 and since its inception has focused exclusively on early stage technology investing. As a result of maintaining this focus on early stage investments, Top Technology has developed a distinctive expertise within the UK venture capital industry. Top Technology generates revenues primarily from annual management fees from the venture funds under its management. Top Technology's consolidated financial statements for the year ended 31 March 2004 show turnover of approximately £1.3 million, a pre-tax return of approximately £250,000 and gross assets of approximately £550,000. Reasons for the Acquisition IP2IPO believes that the Acquisition is a positive strategic step for the Company. This transaction is an opportunity to combine IP2IPO's proven ability to create new ventures based on world leading university IP with Top Technology's early stage investing expertise. Following the Acquisition, Top Technology will continue to be managed as a stand-alone business by Harry Fitzgibbons and his team and will not be under any obligation to invest the funds under its management in IP2IPO spin out companies. However, the Acquisition represents a convergence of high quality investment opportunities and experienced venture capital fund management. The IP2IPO and Top Technology teams have significant experience of working together. Top Technology was itself an investor in IP2IPO's initial round of finance in 2001 and Mr Fitzgibbons served as a director of IP2IPO until June 2004, when he left the Company's board on its announcement that it was in discussions with regard to the Acquisition. Top Technology has also invested in Nanotecture Limited, a spin out company from the University of Southampton in which IP2IPO holds a significant interest. Top Technology has successfully managed five venture funds since its inception and its fee income has therefore been predictable and its operations profitable. IP2IPO believes that a key reason for the Acquisition is that there is considerable scope to expand the operations of Top Technology in the future by raising further funds. Related party transaction The Acquisition is defined under the AIM Rules of the London Stock Exchange plc as a related party transaction as Harry Fitzgibbons, a former non-executive director of IP2IPO, is a director of Top Technology and he beneficially holds 100 per cent. of the issued share capital of Top Technology. Accordingly, the IP2IPO Board, having consulted with KBC Peel Hunt who have taken into account the Board's commercial assessment of the merits of the Acquisition, considers the terms of the Acquisition to be fair and reasonable insofar as IP2IPO's shareholders are concerned. Commenting on today's announcement, David Norwood said, 'This is a strategic move for IP2IPO. We identified the importance of building a fund management capability within IP2IPO and the acquisition of Top Technology has enabled us to accelerate this significantly. I have tremendous respect for Top Technology's early stage focus and the fit between the two teams couldn't be better.' For more information please contact: IP2IPO David Norwood, Chief Executive Officer 020 7071 4348 Buchanan Communications Mark Court, Mary-Jane Johnson 020 7466 5000 Top Technology Harry Fitzgibbons, Managing Director 020 7242 9900 Notes to editors IP2IPO IP2IPO is an intellectual property (IP) company that specialises in commercialising university technology. The Company, which was founded in 2001, has already formed four long-term partnerships with UK universities and listed on AIM in October 2003. IP2IPO's first partnership was with the University of Oxford. In return for an investment of £20 million, IP2IPO has acquired 50 per cent of the University of Oxford's equity in spin-out companies and technology licenses based on intellectual property created at the Chemistry Department until 2015. In November 2003, IP2IPO created a £5 million seed capital fund for investing in spin-out companies across the University of Oxford, not just those originating within the Chemistry Department. In March 2002, IP2IPO entered into a second long-term partnership with the University of Southampton. Under the terms of this partnership, IP2IPO is committed to working with the University of Southampton in the identification and facilitation of spin-out companies from across the University of Southampton and to investing £5 million in early-stage University of Southampton spin-out companies over a four year period in return for equity stakes in those companies. In addition, IP2IPO also received a 20 per cent stake in Southampton Asset Management Limited, a company that has been formed to hold the University's equity stakes in its future spin-out companies. The partnership has a term of at least 25 years. IP2IPO entered into its third long-term partnership in May 2003 with King's College London. IP2IPO will work with King's College London to help identify and progress commercialisation opportunities as well as invest £5 million in seed capital in spin-out companies from King's College London over a five year period in return for equity stakes in those companies. In addition, IP2IPO will receive 20 per cent of King's College London's equity in spin-out companies and technology licenses. The partnership has an initial term of 25 years. In October 2003, IP2IPO announced a fourth partnership with the Centre for Novel Agricultural Products ('CNAP'), based at the University of York. CNAP is a flagship research centre that specialises in plant and microbial gene discovery. Under the terms of the partnership a new company, Amaethon Limited, has been created which has the right to commercialise CNAP's IP for 25 years. IP2IPO has committed to invest £1.15m in Amaethon Limited in return for a one third equity stake in Amaethon Limited (the remaining equity being owned by the University of York) and will also invest in the spin-out companies based on CNAP's IP which Amaethon Limited creates. This information is provided by RNS The company news service from the London Stock Exchange

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