FMDA Futuremedia Public Ltd CO. (MM)

BRIGHTON, England, Feb. 29 /PRNewswire-FirstCall/ -- Futuremedia plc (NASDAQ:FMDA), a leading e-learning provider and design, exhibition and events agency, announced today the approval of the three resolutions at the General Meeting of Futuremedia plc (the "Company") held at 9:30 a.m. U.K. Time on February 29, 2008, at its offices at Nile House, Nile Street, Brighton, East Sussex BN1 1HW, England and the transfer of its listing to the OTC Bulletin Board. Approval of Resolutions The General Meeting was held for the purpose of increasing the authorized share capital of the Company to allow sufficient flexibility and headroom for the Company to continue to follow its growth strategies, and to meet its obligations under its existing convertible loan and warrant arrangements. Shareholders voted unanimously to approve the following resolutions at the General Meeting: Resolution 1 - Increasing the authorized share capital of the Company The number of ordinary shares represented by the new authorized share capital of the Company is now 25,000,000,000 which are tradeable as 25,000,000 ADRs. The passing of this resolution will allow the Company sufficient flexibility and headroom for the Company to meet its obligations under its existing convertible loan and warrant arrangements and provide for future acquisition strategies and equity capital infusions. Resolution 2 - Authority to allot shares The resolution was passed giving the directors authority to allot further shares in the capital of the Company up to the aggregate nominal amount of the authorized but unissued share capital at the time of passing this resolution. It remains the Company's practice to obtain this authority at each General Meeting, although the authority is valid for 5 years. Resolution 3 - Disapplication of pre-emption rights The passing of Resolution 3 gives the directors authority under Section 95 Companies Act 1985 to allot the shares in the capital of the Company referred to in Resolution 2 for cash, without being required first to offer such shares to existing shareholders in accordance with the statutory pre-emption rights. It remains the Company's practice to obtain this authority at each General Meeting, although the authority is valid for 5 years. Transfer of listing to the OTC Bulletin Board The Company expects that today it will transfer its securities from its listing on The Nasdaq Capital Market to the OTC Bulletin Board ("OTCBB"). This smooth transition from Nasdaq to OTCBB is an indication of the diligence of the Company and its advisors. The Company believes the move to the OTCBB will benefit the Company in focus, time and financial savings. The Company will be able to put its full time energy into the performance of the business going forward without the distraction of continually struggling to maintain compliance with Nasdaq listing requirements. There will also be significant savings to the Company relating to the costs which would be incurred by remaining on Nasdaq such as the required compliance with Sarbanes Oxley, Nasdaq listing fees, increased audit fees, etc. About Futuremedia Futuremedia plc is a global media company providing online learning, design, exhibition and event services to public and private sector organizations. Established in 1982 and listed on the Nasdaq in 1993, Futuremedia helps its clients to communicate their values, product and brand information to employees, customers and industry, and believes that learning is a key component in the communication mix. Futuremedia divisions are Futuremedia Learning and Button Group. The Button Group has been providing design, exhibition and event services in Cannes, France and elsewhere around the world for more than 30 years. For more information, visit http://www.futuremedia.co.uk/. About OTC Bulletin Board The OTC Bulletin Board (OTCBB) is a regulated quotation service that displays real-time quotes, last-sale prices, and volume information in OTC equity securities. An OTC equity security generally is any equity that is not listed or traded on a national securities exchange. OTCBB securities include national, regional, and foreign equity issues, warrants, units, ADRs, and Direct Participation Programs. More information is available at http://www.otcbb.com/. "Safe Harbor" Statement under Section 21E of the Securities Exchange Act of 1934: This press release contains forward-looking statements related to future results and speaks only of Futuremedia's expectations as of the date hereof. Such statements include expectations regarding: the Company's listing status; the expected benefits from new sales, contracts or products; the expected benefits and success of operations in new markets; the expected benefits of expanding the sales operations of group companies into new geographical markets; the expected benefits of acquisitions; the expected benefits of financing arrangements; and the Company's future financial condition and performance. Such statements involve known and unknown risks and uncertainties that may cause actual results to differ materially from expectations. The risks and uncertainties include: risks associated with the Company's inability to maintain its listing on the Nasdaq; risks associated with the Company's ability to develop and successfully market new services and products (including the risk that such products may not be accepted in the market), risks relating to operations in new markets (including the risk that such operations may not deliver anticipated revenue or profits); risks associated with acquisitions (including the risk that such acquisitions may not deliver the benefits expected by management and risks associated with integration of acquisitions generally); risks that financing arrangements could result in substantial dilution to shareholders because of subscription prices below the current market value of the Company's ADSs or other factors; risks relating to the Company's ability to operate profitably in the future; risks associated with rapid growth; the Company's ability to successfully develop its business in new geographic markets; the early stage of the e- learning market; rapid technological change and competition; and other factors detailed in the Company's filings with the US Securities and Exchange Commission. The Company expressly disclaims any obligation to release publicly any updates or revisions to any such statement to reflect any change in expectations or in information on which any such statement is based. All product names and trademarks mentioned herein are trademarks of Futuremedia or their respective owners. Contact Information: US - Mike Smargiassi/Dianne Pascarella Brainerd Communicators, Inc. +1 212-986-6667 DATASOURCE: Futuremedia plc CONTACT: Mike Smargiassi or Dianne Pascarella, Brainerd Communicators, Inc., +1-212-986-6667, , for Futuremedia plc Web site: http://www.futuremedia.co.uk/ http://www.otcbb.com/

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