CLY Caplay

RNS Number:2146S
Caplay PLC
05 October 2005


05 October 2005

Contact:       Patrick Claridge, Chief Executive
               Caplay PLC                       +44 207 759 8563

               David Bick, Holborn              +44 207 929 5599

                             Caplay PLC ("Caplay")

              Sale of Interest in Catalyst Investment Corporation
                                      and
                   Shareholding in Private Treaty Systems Inc

The board is pleased to announce the following:

Catalyst Investment Corporation ("Catalyst")

Caplay's Canadian subsidiary has agreed to sell its 25% shareholding in Catalyst
to the majority owner of Catalyst for an initial consideration of C$750,000 in
cash plus contingent deferred consideration of up to C$250,000.

The contingent deferred consideration in the Catalyst sale is payable if within
the next year the Catalyst business is sold, or the owner of Catalyst realises
value from its 5% shareholding in Atlantic (see below).

Private Treaty Systems Inc ("PTS")

In addition, a subsidiary of PTS, a company listed on the NASDAQ "pink sheets"
(Ticker: PVTD), granted Caplay's subsidiary, Atlantic Group Holdings Inc.
("Atlantic"), a new 10-year Canadian licence for PTS's securities trading
platform. The platform provides an order book matching system, same day
settlement and account management facilities.

Caplay has now sold a 70% equity interest in Atlantic to Mr Terry Ramsden in
exchange for 2,857,142 shares in PTS, and a 5% equity interest in Atlantic to
the owner of Catalyst. This transaction is a related party transaction due to Mr
Ramsden having been a substantial shareholder in Caplay within the previous
twelve months and therefore, for the purposes of rule 13 of the AIM Rules, a
related party. Accordingly the Directors, having consulted with the Caplay's
nominated adviser, consider that the terms of the transaction are fair and
reasonable insofar as its shareholders are concerned.

It has retained a 25% equity interest in Atlantic.

Following these transactions, Caplay directly and indirectly owns 7,232,142
shares in PTS, and has options over a further 18,700,000 shares, for a total of
25,932,142 shares in PTS. PTS is a publicly traded company whose shares
currently trade on the Pink Sheets over-the-counter market in the US at around
US$0.80 per share.

The net effect of these transactions is that Caplay has recouped its entire
original investment in Catalyst of C$2.4m, partly in cash, with the balance in
PTS shares, and has retained 25% of Atlantic, which holds the PTS licence for
Canada.

                                    - ends -




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