Posting of Admission Document

15 February 2017

ATTRAQT Group plc

("ATTRAQT", the "Group" or the "Company")

Posting of Admission Document

Open Offer to raise up to £1.0 million

and

Notice of General Meeting

ATTRAQT Group plc (AIM: ATQT), a leading provider of online visual merchandising, site search and personalised recommendation technology, is pleased to announce that it will today post an admission document (the "Admission Document") relating to its conditional acquisition of the entire issued share capital of Fredhopper BV ("Fredhopper") (the "Acquisition"). The Admission Document also sets out details of the conditional Firm Placing and Open Offer to raise up to £28.5 million and the notice of General Meeting.

The Company announced on 30 January 2017 that it has entered into a conditional agreement to acquire the whole of the issued share capital of Fredhopper, for an aggregate cash consideration of £25 million, subject to various adjustments by reference to the net assets at completion, under the Share Purchase Agreement.

Fredhopper, which is currently a division of SDL plc, provides visual merchandising, site search and recommendation software to online retailers primarily in the UK and Europe.

The Board believes that the Acquisition represents a significant opportunity for the Company as it will bring together the only two companies which currently offer all three e-commerce enhancing technologies, namely, site search and navigation, visual merchandising and product recommendations. In doing so the Acquisition will create the 'go to' provider of online visual merchandising for retailers. The Acquisition will more than double the Company's existing client base to approximately 250 and will create a business with a strong presence in the US, UK and Continental European markets from which the Enlarged Group will be able to target the large addressable market, estimated by the Directors at approximately 50,000 companies.

The Acquisition constitutes a reverse takeover under the AIM Rules for Companies and as such is conditional, amongst other things, on approval by Shareholders which will be sought at a general meeting of the Company to be held at 10:00am on 6 March 2017 at the offices of N+1 Singer, One Bartholomew Lane London EC2N 2AX, a notice of which is set out at the end of the Admission Document.

The Directors and certain Shareholders of the Company have given irrevocable undertakings to the Company to vote in favour of the Resolutions (and to procure that such action is taken by the relevant registered holders) in respect of their beneficial holdings totalling 21,033,023 Existing Ordinary Shares, representing approximately 78.07 per cent. of the Existing Share Capital.

Pursuant to the AIM Rules for Companies, and as a result of the Acquisition constituting a reverse takeover, trading in the Ordinary Shares of the Company was suspended with effect from 30 January

2017. The lifting of the suspension will take place following the publication of a Supplementary Admission Document. The Admission Document being posted today does not contain audited financial statements for Fredhopper for the three financial years ending 31 December 2016. Accordingly, the Supplementary Admission Document will be published and will contain audited financial statements on Fredhopper for the three financial years ended 31 December 2016. It is currently envisaged that the Supplementary Admission Document will be published on or around 6 March 2017 following which an application will be made for trading in the Enlarged Share Capital to resume with effect from 8:00 am on 7 March 2017.

The Board believes the Acquisition, the Placing and the Open Offer to be in the best interests of the Company and the Shareholders as a whole. Accordingly, the Directors unanimously recommend you to vote in favour of the Resolutions to be proposed at the 30 General Meeting as they intend to do in respect of their holdings, amounting, in aggregate, to 3,828,077 Existing Ordinary Shares, representing 14.2 per cent. of the Existing Share Capital.

The Admission Document (including the notice of GM), proxy card and Application Form will shortly be available for download from http://attraqt.com/ in accordance with AIM Rule 20.

For further information, please contact:

About ATTRAQT

ATTRAQT launched its online merchandising platform Freestyle Merchandising in 2009 which includes product recommendations, site search and visual merchandising. The client base has now grown to over 120 clients, including Tesco Clothing (part of Tesco Plc (LSE: TSCO)), boohoo.com (LSE: BOO) and Superdry (LSE: SGP). The Company has market presence in Western Europe and the US with offices in London and Chicago. For more information please visit: http://attraqt.com/ 

Expected Timetable of Principal Events

All future times and/or dates referred to in the announcement are subject to change at the discretion of the Company and N+1 Singer and if any of the above times or dates should change, the revised times and/or dates will be notified by an announcement on a Regulatory Information Service. All times are UK times unless otherwise specified.

Admission and Placing Statistics

* Assuming Placing is fully subscribed

** Assuming maximum take up under the Open Offer

*** Assuming no take up under the Open Offer

Information on the Open Offer

The Directors recognise the importance of shareholder preemption rights and consequently the Company is proposing to raise up to approximately £1 million (before expenses) pursuant to the Open Offer. The proposed Issue Price of 35 pence per Open Offer Share is the same price as the price at which the Placing Shares are being issued.

The Open Offer is not being underwritten. The Placing is not conditional upon the level of applications made to subscribe for Open Offer Shares under the Open Offer. Accordingly, if no applications to subscribe under the Open Offer are received, the total amount that the Company would raise via the Placing would be £27.5 million (before expenses).

A total of 2,993,593 Open Offer Shares will be available to Qualifying Shareholders pursuant to the Open Offer at the Issue Price, payable in full on acceptance. The Open Offer Shares will not be available to Placees under the Placing. The aggregate number of Open Offer Shares available for subscription pursuant to the Open Offer will not exceed 2,993,593 Ordinary Shares.

The Open Offer provides Qualifying Shareholders with the opportunity to apply to acquire Open Offer Shares at the Issue Price pro rata to their holdings of Existing Ordinary Shares as at the Record Date on the following basis:

1 Open Offer Share for every 9 Existing Ordinary Shares held

Entitlements to apply to acquire Open Offer Shares will be rounded down to the nearest whole number and any fractional entitlement to Open Offer Shares will be disregarded in calculating the Qualifying Shareholder's Open Offer Entitlement.

The Issue Price of 35 pence per Offer Share represents discount of 27.8 per cent. to the closing middle-market price quotation as derived from the Daily Official List of the London Stock Exchange of 48.5 pence per share on 27 January 2017 (being the date prior to the date of the announcement of the Acquisition).

The Open Offer is subject to the satisfaction of the following conditions on or before 7 March 2017 (or such later date being not later than 8.00 a.m. on 31 March 2017, as the Company may decide):

(i) the Placing being unconditional in all respects;

(ii) Resolution 2 and Resolution 3 (as set out in the Notice of General Meeting) being passed at the General Meeting; and

(iii) Admission becoming effective by 8.00 a.m. on 7 March 2017, (or such later time or date not being later than 8.00 a.m. on 31 March 2017 as the Company may decide).

In the event that the conditions of the Open Offer are not satisfied or waived, the Open Offer will not proceed and the Open Offer Shares will not be issued and all the monies received by the Receiving Agent will be returned to the applicants (without interest) as soon as possible thereafter.

The Open Offer will commence on 16 February 2017 and applications will be received until 11.00 a.m. on 3 March 2017. The Open Offer will close at 11.00 a.m. on 3 March 2017. An application will be made for the Open Offer Shares to be admitted to trading on AIM and it is currently anticipated that this will take place on or around 7 March 2017.

Qualifying Shareholders should note that the Open Offer is not a rights issue. Qualifying non-CREST Shareholders should be aware that the Application Form is not a negotiable document and cannot be traded. Qualifying Shareholders should also be aware that in the Open Offer, unlike in a rights issue, any Open Offer Shares not applied for will not be sold in the market nor will they be placed for the benefit of Qualifying Shareholders who do not apply under the Open Offer.

Overseas Shareholders

The attention of Qualifying Shareholders who have registered addresses outside the United Kingdom, or who are citizens or residents of countries other than the United Kingdom, or who are holding Existing Ordinary Shares for the benefit of such persons, (including, without limitation, custodians, nominees, trustees and agents) or who have a contractual or other legal obligation to forward the Admission Document or the Application Form to such persons, is drawn to the information which appears in paragraph 6 of Part 8 of the Admission Document.

In particular, Qualifying Shareholders who have registered addresses in or who are resident in, or who are citizens of, countries other than the UK (including without limitation the United States of America), should consult their professional advisers as to whether they require any governmental or other consents or need to observe any other formalities to enable them to take up their entitlements under the Open Offer.

CREST Instructions

An application will be made for the Open Offer Entitlements of Qualifying CREST Shareholders to be admitted to CREST. It is expected that the Open Offer Entitlements will be admitted to CREST on 16 February 2017. Applications through the CREST system will only be made by the Qualifying Shareholder originally entitled or by a person entitled by virtue of a bona fide market claim.

If you are a Qualifying non-CREST Shareholder you will receive a personalised Application Form which gives details of your Open Offer Entitlement under the Open Offer (as shown by the number of the Open Offer Entitlements allocated to you). If you wish to apply for Open Offer Shares under the Open Offer, you should complete the personalised Application Form accompanying the Admission Document in accordance with the procedure for application set out in paragraph 3.1 of Part 8 of the Admission Document and on the Application Form itself. The completed Application Form, accompanied by full payment, should be returned by post or by hand (during normal business hours only) to Capita Asset Services; Corporate Actions, The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU so as to arrive as soon as possible and in any event no later than 11.00 a.m. on 3 March 2017.

If you are a Qualifying CREST Shareholder, no Application Form will be enclosed with the Admission Document but you will receive a credit to your appropriate stock account in CREST in respect of your Open Offer Entitlement. You should refer to the procedure for application set out in paragraph 3.2 of Part 8 of the Admission Document. The relevant CREST instruction must have settled by no later than 11.00 a.m. on 3 March 2017.

The latest time for applications under the Open Offer to be received is 11.00 a.m. on 3 March 2017. The procedure for application and payment depends on whether, at the time at which application and payment is made, you have an Application Form in respect of your entitlement under the Open Offer or have an Open Offer Entitlement credited to your stock account in CREST in respect of such entitlement. If you have any questions relating to the Admission Document, and the completion and return of the Application Form, please contact Capita Asset Services on 0371 664 0321. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. The helpline is open between 9.00 a.m. - 5.30 p.m., Monday to Friday excluding public holidays in England and Wales. Different charges may apply to calls from mobile telephones and calls may be recorded and randomly monitored for security and training purposes. The helpline cannot provide advice on the merits of the proposals nor give any financial, legal or tax advice.

If you are in any doubt as to what action you should take, you should immediately seek your own personal financial advice from your stockbroker, bank manager, solicitor, accountant or other independent professional adviser duly authorised under the FSMA if you are resident in the United Kingdom or, if not, from another appropriate authorised independent financial adviser.

Settlement and dealings

Application will be made to the London Stock Exchange for the Enlarged Share Capital to be admitted to trading on AIM. It is expected that Admission will occur and that dealings will commence at 8.00 a.m. on 7 March 2017 on which date it is also expected that the Placing Shares and Open Offer Shares will be enabled for settlement in CREST.

The Placing Shares and Open Offer Shares, when issued, will rank pari passu in all respects with the Existing Ordinary Shares.

Definitions

The following definitions apply throughout this announcement, unless the context otherwise requires: