Disposal

Brainspark PLC 08 November 2006 FOR IMMEDIATE RELEASE 8 November 2006 BRAINSPARK PLC Sale of Shares in ACS On 8 August 2005, Brainspark granted a call option to Exprivia SpA over the entire issued share capital of Brainspark's wholly owned subsidiary, Infusion 2002 Limited ('Infusion'), which in turn held a 16.21 per cent. investment in Advanced Computer Systems SpA ('ACS'), an Italian Company developing software for earth observation satellites, mission planning and management. This option expired on 31 July 2006. Following the expiry of the option, the Company has been in discussions with Exprivia, as a result of which Infusion has now sold 197,233 shares in ACS to Exprivia, representing a 7.68 per cent. interest for a consideration of $1,000,000 (approximately £526,000). The consideration has been satisfied by transferring a secured commercial debt in Geosim Limited, a company incorporated in Israel, owing to an Exprivia subsidiary. Brainspark currently holds approximately 50.8% (41.03% fully diluted) of Geosim's equity capital. 89 per cent. of the $ 1,000,000 debt has been guaranteed by Prof. Francesco Gardin, Chairman of Brainspark and non-executive Chairman of Exprivia and this security remains in place on the transfer of the Geosim debt to Brainspark. The book value of the ACS shares sold is £535,000 (after taking into account the reduction of book- cost of the entire holding as a result of the £325,000 non-refundable deposits previously received from Exprivia). The Geosim debt amounts to US$1,000,000, is repayable in quarterly amounts equivalent to 5 per cent. of Geosim's revenues between 1 January 2006 and 31 December 2009 and carries no interest. As and when received, repayments will provide Brainspark with further funds to invest and/or additional working capital for the Group. Brainspark has been considering a realisation of its investment in ACS for some time and the sale of half of Brainspark's interest in ACS to Exprivia is an opportunity to start this process. The Geosim debt helps to consolidate Brainspark's interest in Geosim which Brainspark views as a major strategic investment for the Group. For the year ended 31 December 2005, ACS reported a profit after tax of euro 32,032 on turnover of euro 10,559,000. For the year ended 31 December 2005, Geosim reported a loss of NIS 4,096,000 on turnover of NIS 1,665,000. Prof. Francesco Gardin is both Chairman of Brainspark and non-executive Chairman of Exprivia and a 20.53 per cent. and 3.2 per cent. shareholder respectively in each company. Prof. Francesco Gardin is also a director of Geosim. Accordingly, the transaction is Related Party under the AIM Rules. The Directors of Brainspark, with the exception of Prof. Gardin consider, having consulted the Company's Nominated Adviser, that the terms of the above transaction are fair and reasonable in so far as the Company's shareholders are concerned. For information please contact: Francesco Gardin, Brainspark plc, telephone: 00 39 335 296573 Roland Cornish, Beaumont Cornish Limited, telephone: 020 7628 3396 This information is provided by RNS The company news service from the London Stock Exchange
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