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Network Group Holdings plc Acquisition

Network Group Holdings plc Acquisition of Network Recruitment Solutions

The Company is pleased to announce that it has acquired 51 per cent. of Network Recruitment Solutions Limited ('NRS') from Pertemps Investments Limited ('PIL'). Consideration is to be settled by the issue of 5,000,000 ordinary shares to PIL (the 'Consideration Shares'). The remaining 49% is owned by the managing directors of NRS, who will join the existing NGH conversion scheme, enabling them to convert their holding in NRS into shares in NGH.

NRS was formed in 1999 and is based in Lewisham, South London. The business provides both temporary and permanent recruitment, operating in the sector of health and social care. The business also provides a contact centre on its premises for the provision of social services. Turnover in 2008 was 1.6 million.

The acquisition of NRS is deemed to be a related party transaction for the purposes of the AIM Rules for Companies ('AIM Rules'). In accordance with the AIM Rules, the independent directors of the Company have considered the terms of the transaction and, having consulted with Dowgate Capital Advisers Ltd., being the Company's Nominated Adviser, are satisfied that those terms are fair and reasonable insofar as the Company's shareholders are concerned.

Following this transaction PIL is now interested in 12,634,910 ordinary shares, and its holding in NGH has increased from 11.65% to 17.91% of the Company's issued share capital and the NGH Concert Party's holding has increased from 79.71% to 81.15%.

Application for the admission to AIM of the Consideration Shares will be made and dealings are expected to commence at 8.00am on 20 November 2009. The new ordinary shares will, on admission to AIM, rank pari passu with, and will be identical in all respects to, the existing ordinary shares of the Company.

The enlarged issued share capital of the Company now consists of 70,537,284 ordinary shares of 0.1 pence each.


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