Digital Classics plc: Acquisition of Done and Dusted

Digital Classics plc: Acquisition of Done and Dusted

LONDON, January 27/PRNewswire/ -- Digital Classics plc ("Digital Classics" or the "Company") is pleased to
announce that, having recently completed the acquisitions of Box TV Limited
and NBD Holdings Limited, it has today signed agreements to acquire a third
profitable company as a further step in its strategy to transform the Group
into a television production and distribution powerhouse. The Company has
acquired Done and Dusted Group Limited ("Done and Dusted"), believed to be
the UK and Europe's leading independent producer of popular music event
programming for TV and DVD. Details of the total consideration are set out
below.

Done and Dusted has filmed rock concerts by Robbie Williams,
Madonna, Britney Spears, Norah Jones and many others as well as major events
such as T4 On The Beach, the X-Box 360 Product Launch, the Laureus World
Sports Awards and the Victoria's Secret Fashion Show. Many of the events it
films recur annually, and its profits have grown significantly each year for
the past three years. Until now Done and Dusted has not retained any
exploitation rights in the productions it makes, however the Company
anticipates that this will change with the result that some of its
programming may be passed to NBD TV, the recently acquired specialist popular
music distributor who will, by virtue of ownership, have "firstlook" at the
Done and Dusted production schedule. Done and Dusted has also identified a
significant growth opportunity in the US marketplace and is actively
investigating opportunities in the rapidly expanding 3G market following a
successful collaboration with Robbie Williams and T-Mobil in Germany.

These acquisitions are designed to give the Group critical
mass and to exploit the recent legislative changes in the UK TV industry. The
acquisition of Done and Dusted will be funded as to GBP5,775,000 in cash and
by the issue of 721,875,000 consideration shares. The cash portion of the
consideration for the Acquisition is to be funded in part through a placing
by Evolution Securities Limited of 928,344,230 new ordinary shares of 0.1p
each ("Ordinary Shares") at 0.65p per share raising approximately GBP6.0
million (before expenses). Additional loan notes will be subscribed for and
issued to satisfy the balance of the cash consideration under the Acquisition
Agreement. The proposed acquisition is classified as a reverse takeover under
the AIM Rules by virtue of its size. As such, it is subject to the approval
of shareholders, which is being sought at an extraordinary general meeting of
the Company, to be held on 21 February 2006.

The acquisition is expected to be earnings enhancing in its
first full year of consolidation. The enlarged company proposes to change its
name to DCD Media plc.

The directors of Done and Dusted have signed new service
contracts whereby they have agreed to work for Done and Dusted for a minimum
of three years, and their shares cannot be traded for two years. Upon
completion, it is anticipated that Simon Pizey, Managing Director of Done and
Dusted, will join the board of the Company.

In the year ended 31 December 2004, Done and Dusted made a
normalised profit before tax of GBP835,000 on turnover of GBP7.124 million.
In the six months ended 30 June 2005, it made a profit before tax of
GBP756,000 on turnover of GBP4.85 million.

Application has been made for the enlarged issued ordinary
share capital of 2,963,315,714 shares, comprising the 1,313,096,484 existing
shares, the 721,875,000 consideration shares to be issued pursuant to the
acquisition and the 928,344,230 new shares to be issued pursuant to the
placing, to be admitted to AIM. Admission is expected to become effective on
23 February 2006. Copies of the admission document are available at the
registered office of the Company (30 Farringdon Street, London, EC4A 4HJ) and
at the offices of Evolution Securities Limited (100 Wood Street, London, EC2V
7AN).

Digital Classics' Chief Executive Chris Hunt said,

"Digital Classics already owns the world's largest classical
music programme distribution catalogue and from this has sprung a new DVD
production business. The recent acquisition of Box TV has enabled entry to
the drama production marketplace, and the simultaneous acquisition of the
distribution business, NBD TV, has provided access to the popular music
market for the distribution division. The acquisition of Done and Dusted will
propel the Group to an even stronger position as it expands the production
side of the business from that of mainly serious music, arts and drama to the
highly lucrative international popular music arena.

We are, today, a much more widely based entertainment group
with the ability to produce high level content, and distribute it, and take
it to DVD, entirely in-house."

Done and Dusted Managing Director Simon Pizey commented,

"Joining the Group will give Done and Dusted a significant
shot in the arm and allow it to secure IP rights and fast-track its current
expansion into the US. Good news for the company, and for the group
shareholders."

Source: Digital Classics PLC

For further information please contact, Chris Hunt, Chief Executive, Digital Classics plc, Tel. +44-(0)20-7636-1400; Ben Simons / Adam Reynolds, Hansard Communications, Tel. +44-(0)20-7245-1100

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