DDD.L Regulatory News (DDD)

The information contained herein is restricted and is not for release or distribution in the United States of America, Australia, Canada or Japan or to a US person or to residents or citizens of Australia, Canada or Japan or any other jurisdiction in which the same would be unlawful.

DDD Group plc

Placing of, and Subscription for, Shares and Conversion of Loan Notes

DDD Group plc ("DDD" or the "Company") is pleased to announce that it has entered into agreements to issue, in aggregate, up to 14,000,000 new ordinary shares of 1 pence each ("New Shares") at a price of 25 pence per share ("Issue Price") conditional on the passing by shareholders of resolutions to authorise the directors of the Company (the "Directors") to allot additional ordinary shares and disapply statutory pre-emption rights ("the Resolutions") at the Company's Annual General Meeting to be held on 4 June 2010 (the "Placing and Subscription").

Highlights

·; The Placing and Subscription will raise in aggregate up to approximately £3.5 million before expenses.

·; Placing of 9,419,200 New Shares with institutional and existing investors arranged by Brewin Dolphin.

·; Proposed subscription for 2,653,000 New Shares by Arisawa Manufacturing Co, Ltd ("Arisawa") ("Arisawa Subscription") and for up to 1,927,800 New Shares by Wistron Incorporated ("Wistron") ("Wistron Subscription").

·; Up to $2 million of net proceeds to be used to finance identified opportunities over next 12 months.

·; Planned increase in headcount from 18 to 31 staff.

·; Multiple market opportunities in TV, PC, mobile devices and content publishing.

In addition, the Company confirms details of the planned conversion of £510,000 of convertible loan notes issued on 23 April 2008 ("Notes") (the "Loan Note Conversion").

Further details of the Placing and Subscription and the effects of the Loan Note Conversion are set out below.

Commenting on the Placing and Subscription, Paul Kristensen, Chairman of DDD said:

"We are delighted to be able to announce a successful capital raising which, subject to completion, should assist the Company in concluding a number of ongoing discussions and licensing negotiations over the coming 12 months. The additional capital will further strengthen the financial resources of the Company as we continue to move towards operating cash break-even. The continuing support of our existing strategic commercial partners and leading UK institutional investors together represent a significant further endorsement of DDD's business plan and its long-term growth prospects."

Enquiries:

Background to the Placing and Subscription and Proposed Use of Proceeds

The Company has well-established commercial relationships with a number of international industry customers, including Samsung, Wistron and Quartics and has demonstrated its 2D to 3D conversion technology to be a proven solution in the emerging 3D TV and 3D PC markets. The Placing and Subscription proceeds are expected to enable the completion of further licensing and commercialisation opportunities using the Company's established technology and intellectual property.

Within the 3D TV market, the Company is focusing on securing 4 to 6 licensing agreements with additional TV display manufacturers, set top box manufacturers and TV "System on Chip" manufacturers. It is the Company's intention that these licensing negotiations will be concluded during 2010, enabling its customers to launch new DDD-enabled products in 2011.

Within the 3D PC market, the Company's technology was incorporated into the Wistron-manufactured Acer 3D notebook during 2009. Over 70,000 of these notebooks have been manufactured in the seven months to 31 March 2010. The Company sees further opportunities and has three key strategies to help deliver continued growth in this market: securing additional OEM notebook PC customers with Wistron; enabling TriDef PC software to be used with electronic 3D glasses and "fast refresh" 3D PC displays; and enabling other software vendors to use DDD's 3D conversion solution. It is the Company's expectation that new product launches resulting from these strategies should occur during H2 2010.

The Directors believe that in addition to the two core markets of 3D TV and 3D PCs, further commercial opportunities exist within the 3D mobile and 3D content publishing markets, in both of which DDD has an established presence.

Specifically, the Directors plan to utilise up to $2.0 million of the Placing and Subscription proceeds to meet the projected growth from currently identified opportunities over the next 12 months, including an increase in headcount from 18 to 31 staff. The additional staff will focus primarily on hardware development, software development, technical sales and project management and will be deployed across the Company's existing operations in the US and Australia. The balance of the Placing and Subscription proceeds will provide working capital for as-yet-unidentified opportunities in a rapidly evolving market.

Details of the Proposed Placing

Subject to the approval of the Resolutions at the Company's Annual General Meeting on 4 June 2010 by the Company's shareholders (the "Shareholders"), it is intended that the Company will raise up to £3.5 million (before expenses) by way of a conditional placing of 9,419,200 New Shares arranged by Brewin Dolphin Investment Banking and the conditional subscription for up to 4,580,800 New Shares, in each case at 25 pence per share. The New Shares have been placed with a combination of institutional investors and certain existing Shareholders conditional, inter alia, on the passing of the Resolutions and on the admission of the New Shares to the AIM market of the London Stock Exchange (the "Admission").

The New Shares will be issued credited as fully paid and will rank pari passu in all respects with the existing 1p ordinary shares in the Company ("Ordinary Shares") including the right to receive and retain all dividends and other distributions declared, paid or made in respect of the Ordinary Shares after the New Shares Admission.

Application will be made for the admission of the New Shares to trading on AIM and it is envisaged that Admission will take effect on 7 June 2010 and dealings in the New Shares will commence immediately thereafter.

Placing Agreement and Subscription Agreements

On 14 May 2010, DDD entered into a placing agreement (the "Placing Agreement") pursuant to which Brewin Dolphin Investment Banking agreed conditionally, as agent for the Company, to use its reasonable endeavours to procure subscribers for the New Shares at the Issue Price.

The Placing Agreement is conditional (inter alia) upon the agreements for the Arisawa Subscription and Wistron Subscription having being entered into and Admission taking place by 8.00 a.m. on 7 June 2010 (or such later date as the Company and Brewin Dolphin Investment Banking agree, being not later than 8.00 a.m. on 9 June 2010).

The Placing Agreement contains warranties and indemnities from DDD in favour of Brewin Dolphin Investment Banking which are customary for this type of agreement. Under the Placing Agreement, DDD has agreed to pay Brewin Dolphin Investment Banking commission on the aggregate value of the New Shares placed and subscribed for at the Issue Price and the costs and expenses of the Placing together with any applicable VAT. The Placing Agreement contains provisions entitling Brewin Dolphin Investment Banking to terminate the Placing Agreement at any time prior to Admission in certain circumstances including, amongst other things, in the event of a material breach of the warranties set out in the Placing Agreement.

Conversion of Loan Notes

On 23 April 2008, the Company issued £510,000 of convertible loan notes to certain existing shareholders and Directors. It was announced on 19 April 2010 that the Notes would be converted into Ordinary Shares in June or at an earlier date, as may be agreed.

It is the Company's intention to submit an application for 5,100,000 Ordinary Shares to be admitted to trading on AIM (the "Conversion Shares"). Accrued and unwaived interest will be settled in cash. It is expected that this admission will become effective on 7 June 2010 and would, therefore, coincide with the admission of the New Shares to trading on AIM.

Following the passing of the Resolutions and admission of the New Shares and Conversion Shares to trading on AIM, DDD expects to have 131,233,074 Ordinary Shares in issue. The New Shares will represent approximately 10.67 per cent of the enlarged issued ordinary share capital and the Conversion Shares will represent approximately 3.89 per cent of the enlarged issued ordinary share capital.

APPENDIX I: Additional Disclosures

On 7 June 2010

In accordance with the requirements of the Disclosure and Transparency Rules, it is expected that DDD's issued ordinary share capital as at 7 June 2010 (the expected date of admission of the New Shares and the Conversion Shares to trading on AIM) will consist of 131,233,074 Ordinary Shares, with voting rights. DDD does not hold any Ordinary Shares in Treasury; therefore, it is expected that the total number of voting rights in DDD will be 131,233,074. Subject to further announcement, it is expected that 131,233,074 may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, DDD under the Financial Service Authority's Disclosure and Transparency Rules.

The table below sets out the cumulative effect of the Loan Note Conversion and the Placing and Subscription (assuming all become unconditional, the maximum number of shares are issued and Admission takes place) on those Directors and significant and substantial shareholders who have reported their expected holdings to the Company:

* indicates a Director of the Company.

APPENDIX II: NOTES TO EDITORS

More information is available at www.DDD.com.

Trademarks TriDef and DDD Mobile are trademarks of DDD Group plc. All other trademarks are the property of their respective owners.

This Announcement does not constitute a recommendation regarding the New Shares.

Past performance of the shares cannot be relied on as a guide to future performance. The price of shares and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of the shares.

Certain statements in this Announcement are forward-looking statements which are based on the Company's expectations, intentions and projections regarding its future performance, anticipated events or trends and other matters that are not historical facts. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Given these risks and uncertainties, prospective investors are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date of such statements and, except as required by applicable law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. The information contained in this Announcement is subject to change without notice and the Company does not assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained herein.

No statement in this Announcement is intended to be a profit forecast and no statement in this Announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company.

This announcement shall not constitute or form any part of any offer or invitation to subscribe for, underwrite or otherwise acquire, or any solicitation of any offer to purchase or subscribe for, securities including in the United States.

The distribution of this announcement and the offering of the New Shares in certain jurisdictions may be restricted by law. No action has been taken by the Company that would permit an offering of such shares or possession or distribution of this Announcement or any other offering or publicity material relating to such shares in any jurisdiction where action for that purpose is required. Persons into whose possession this Announcement comes are required by the Company to inform themselves about, and to observe, such restrictions.

This announcement does not constitute an offer of securities for sale in the United States of America. Neither this announcement nor any copy of it may be taken or distributed into the United States of America or distributed or published, directly or indirectly, in the United States of America. Any failure to comply with this restriction may constitute a violation of US securities law. The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States or to or for the benefit of US persons unless they are registered under the Securities Act or pursuant to an available exemption therefrom. No public offering of securities is being made in the United States.

Brewin Dolphin Limited ("Brewin Dolphin") is acting as nominated adviser to the Company for the purpose of the AIM Rules. Brewin Dolphin, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for the Company in relation to the placing. Brewin Dolphin is not acting for any other person in connection with the matters referred to in this announcement and they will not be responsible to anyone other than the Company for providing the protections afforded to clients of Brewin Dolphin or for giving advice in relation to the matters referred to in this announcement.

This announcement has been issued by the Company and is the sole responsibility of the Company.

This announcement does not constitute a prospectus relating to the Company and has not been approved by the UK Listing Authority, nor does it constitute or form any part of any offer or invitation to purchase, sell or subscribe for, or any solicitation of any such offer to purchase, sell or subscribe for, any securities in the Company under any circumstances, and in any jurisdiction, in which such offer or solicitation is unlawful. Accordingly, copies of this announcement, including the appendix, are not being and must not be mailed or otherwise distributed or sent in or into or from the United States of America, Australia, Canada or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration thereof in, such jurisdiction or to, or for the account or benefit of, any United States, Australian Canadian or Japanese person and any person receiving this announcement, (including, without limitation, custodians, nominees and trustees) must not distribute or send it, in whole or in part, in or into or from the United States of America, Australia, Canada or Japan or elsewhere where to do so would be unlawful.

The New Shares will not be admitted to trading on any stock exchange other than the AIM market of the London Stock Exchange plc.

MEMBERS OF THE PUBLIC ARE NOT ELIGIBLE TO TAKE PART IN THE PLACING OR THE SUBSCRIPTION. THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IN THE UNITED KINGDOM IS DIRECTED ONLY AT QUALIFIED INVESTORS WHO ARE PERSONS WHO (I) HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE "ORDER"); (II) ARE PERSONS FALLING WITHIN ARTICLE 49(2)(A) TO (D) ("HIGH NET WORTH COMPANIES, UNINCORPORATED ASSOCIATIONS, ETC") OF THE ORDER; OR (III) ARE PERSONS TO WHOM IT MAY OTHERWISE BE LAWFULLY COMMUNICATED (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS "RELEVANT PERSONS"). THIS ANNOUNCEMENT MUST NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. PERSONS DISTRIBUTING THIS ANNOUNCEMENT MUST SATISFY THEMSELVES THAT IT IS LAWFUL TO DO SO. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS. THIS ANNOUNCEMENT DOES NOT ITSELF CONSTITUTE AN OFFER FOR THE SALE OR SUBSCRIPTION OF ANY SECURITIES IN THE COMPANY.