Acquisition

    


IMSG



Date: 24 June 2008

On behalf of: International Marketing & Sales Group Limited ("IMSG" or "the
Group")

Embargoed: 0700 hrs

International Marketing & Sales Group Limited

    --  One2Remember International launch following acquisition of EY ZHN Event
        Production and Entertainment Developments S.A. ("EY ZHN")

International Marketing & Sales Group Limited (AIM: IMSG, AktieTorget: IMSG, the
"Company"), the emerging markets focused sales & marketing company, today
announces the launch of One2Remember International. Natalia Petlyakova Frahm was
appointed as CEO of One2Remember International. Also IMSG has announced the
acquisition of EY ZHN, the Athens based events production and management company
for an initial consideration of EUR 960,000, which is being paid EUR 640,000 in
cash and EUR 320,000 in newly issued ordinary IMSG shares ("New Ordinary
Shares"). Accordingly, IMSG has today issued 316,440 New Ordinary Shares to the
vendors of EY ZHN as part of the initial consideration. These New Ordinary
Shares will rank pari passu with the existing ordinary shares of the Company,
and trading is expected to commence on AIM on 27 June 2008 and on AktieTorget on
26 June 2008. Following the issue of these shares, the Company will have
51,878,267 ordinary shares in issue, of which 547,420 are held in treasury, and
therefore the total number of voting rights is 51,330,847.

The balance of the purchase consideration will be paid by an instalment of EUR
640,000 in January 2009 and subsequent instalments based on an average of EY
ZHN's audited post-tax profits for the twelve months ended 31 December 2008,
2009, 2010, 2011 and 2012 respectively. The first tranche of the deferred
consideration will be 0.3 x a multiple of between 4 and 7.5 (depending on the
average profit growth for the three preceding years i.e. 2007,2008 and 2009) x
the average net profit after tax for the financial years ending 2008, 2009 and
2010. This will be paid 80% in cash and 20% in newly issued ordinary shares of
IMSG. The second (and final) tranche of the deferred consideration will be 0.3 x
a multiple of between 4 and 7.5 (depending on the average profit growth for the
two preceding years i.e. 2010 and 2011) x the average net profit after tax for
the financial years ending 2011 and 2012. This will be paid 80% in cash and 20%
in newly issued ordinary shares of IMSG. The total purchase consideration will
be capped at EUR 8 million. The share elements of the purchase consideration
will be issued at the 30 day average mid-market price preceding the date of
issue. The Group financed the cash element of this acquisition through its
existing bank facilities.

The "One2Remember International" brand will be the "owner" of the experiential
marketing, corporate and marketing events business area of IMSG on an
international level. Live events and experiential marketing represent a very
fast growing segment of the marketing services industry worldwide and especially
in the emerging markets.

One2Remember International with the recent acquisition of EY ZHN, is now present
in Russia, Romania, Turkey, Hungary and Greece. After the recent acquisition,
the group has a wide range of blue chip international clients, an impressive
portfolio of projects including; mega events, multimedia events, Olympic Games
related events, promotional and marketing events, international corporate
meetings and conferences, exhibitions, visitor centres, brand experiences and
CSR projects. EY ZHN also owns significant assets such as creative and design
resources, state of the art technologies and equipment, operation, production
and logistics resources.

Immediate future plans include further expansion in Middle East and Balkan
countries.

EY ZHN

EY ZHN is a leading event management and production company in the Greek market
with activities in the Balkans, Russia and the Middle East. It has significant
owned resources, infrastructure, international clients and experience of major
projects in all these markets and had turnover for 2007 of US$4 million, EBITDA
of US$60,000 and Net Assets of US$1,600,000. EY ZHN will participate in the
expansion and development of One2Remember International network.

Yannis Sotirakos, CEO and founder of EY ZHN, will continue to manage the running
of the business following completion of the transaction. He will also have a key
role in the international development of One2Remember International, working
with Natalia P. Frahm (founder of One2Remember brand) in the One2Remember
international management team, as an international business and network
development director.

IMSG's Deputy Managing Director, Lau Geckler, led the transaction and was
advised by Bevan Brittan LLP, together with its Greek lawyers. EY ZHN was
advised by Nikos Andrikopoulos and his team.

Yannis Sotirakos, CEO of EY ZHN, commented:

"We are both happy and excited that we will be part of an international group
with an entrepreneurial spirit, sharing the same views, development plans and
values. This came at just the right time, since we had already started to enter
international markets. Being part of IMSG and One2Remember International will
give us the necessary resources and support to achieve our aggressive
international development plans. Furthermore, playing a key role (both as a
company and at a personal level) in the development of the events business and
the One2Remember International brand globally is a major and exciting
challenge."

Natalia P. Frahm, CEO One2Remember International, commented:

"I am very proud and happy to see the One2Remember International network coming
together. I just returned from the 2nd International meeting with directors from
all the Group's event businesses participating and it is clear to me, that the
synergies in relation to clients and 3rd party vendors are huge. We will
together be able to grow One2Remember International rapidly as the only network
of event businesses focusing on emerging markets. I welcome EY ZHN and Yannis to
the group, One2Remember Russia/CIS have been working with EY ZHN on several
events in the past and I look forward to the support from Yannis and his team to
help One2Remember International with its expansion."

Commenting on the latest acquisition by the Group, Gregory Thain, Executive
Chairman of IMSG, said:

"The events management business is a very important element of the IMSG
marketing offering and following this acquisition we will be able to offer our
clients event management services in five countries, being the largest event
management services supplier in the emerging markets (regarding both
geographical coverage and service range offering). We are also delighted to be
adding EY ZHN's services and expertise to our PR offering in Greece. We continue
to assess acquisitions which enhance our emerging market portfolio, both in
existing and new markets."

- ends -

Enquiries to:

Johanna Fagrell Köhler
International Marketing & Sales Group Limited              Tel: [phone]
www.imsg.co.uk

Andrew Best / Emily Bruning
Shared Value Limited                                       Tel: [phone]
www.sharedvalue.net                                        Tel: [phone]
                                                           Tel: [phone]

Yannis Sotirakos
EY ZHN                                                     Tel: [phone]

Mark Williams / Henry Fitzgerald O'Connor
Canaccord Adams Limited                                    Tel: [phone]

Notes to Editors

    --  IMSG was founded in 1996 and the Group was admitted to trading on AIM on
        6 December 2005.

    --  Since 2002, the EBITDA of the Group has grown at a rate in excess of
        100% per annum. IMSG has been profitable since 2000.

    --  The Group's clients include multinational and first tier local companies
        operating in FMCG, telecommunications, retail trade, banking and
        finance, automotive, consumer electronics and pharmaceutical industries.

    --  IMSG currently has over 40 offices predominantly in emerging markets:
        Moscow, Saint Petersburg, Yekaterinburg, Kazan, Nizhniy Novgorod,
        Novosibirsk, Rostov-on-Don, Samara, Krasnodar (Russia), Kiev (Ukraine),
        Almaty, Astana (Kazakhstan), Dushanbe (Tajikistan), Tashkent
        (Uzbekistan), Erevan (Armenia), Belgrade (Serbia) Istanbul (Turkey), New
        Delhi, Mumbai, Bangalore, Chennai, Kolkata, Hyderabad (India), Kuala
        Lumpur (Malaysia), Dubai (UAE), Doha (Qatar), Budapest (Hungary),
        Bucharest (Romania), Athens (Greece), Sofia (Bulgaria) London (UK),
        Stockholm, Malmo (Sweden) and Barcelona (Spain).

    --  Further information about the Group is available on its website at:
        http://www.imsg.co.uk