React Group Regulatory News (REAT)

X-PHONICS PLC

(AIM: XPH)

Proposed investment together with warrants to subscribe for ordinary shares

Proposed change of name to Verdes Management plc

Proposed share reorganisation

Proposed disposal of existing business

Proposed adoption of new Articles of Association

The board of X-Phonics is pleased to confirm that, at the General Meeting held today, all resolutions to implement the above proposals, as referred to in the Company's announcement dated 2 September 2010, were duly approved.

The Company has raised a total of £124,250 through the issue of 41,416,666 new ordinary shares of 0.1p each at a price of 0.3p per new ordinary share. The net proceeds of this investment will be used to provide working capital to enable the Company to commence the implementation of its new investing policy as a business providing turnaround company services as well as seeking investment opportunities in UK public companies in need of restructuring and to progress the recruitment of an established turnaround team. In addition, Adam Webb, who has invested considerable time in developing the concept for a quoted turnaround business, establishing commercial relationships and developing business areas, is subscribing for 12,500,000 new ordinary shares at 0.2p per share.

In addition, loans of £65,000 and arrears of fees amounting to £61,227 have been capitalised at 0.4p per share (the price at which trading in the Company's shares was suspended on 29 March 2010) resulting in the issue of a further 31,556 750 new ordinary shares.

Following the General Meeting, John Matthews and Adam Webb have joined the board as Chairman and Chief Executive respectively. Robin Davies has acquired the Company's music businesses and he and John McLaughlin have left the board.

The Company's name is being changed to Verdes Management plc (AIM:VMP).

Dealings in the existing ordinary shares are expected to resume with effect from commencement of business on Tuesday 28 September 2010 and application will be made for the 97,973,416 new Ordinary Shares to be admitted to AIM.