Disposal and EGM

RNS Number:9918Z
Soccercity PLC
11 July 2007

                                 Soccercity plc

                                (the "Company")

  Proposed disposal of certain of the Company's business and assets located at
                               Fareham, Hampshire
                                      and
                    Notice of Extraordinary General Meeting

On 10 July 2007, the Company entered into a conditional agreement to dispose of
the business and assets of the Company's indoor football centre at Fareham,
Hampshire, including contracts and employees, but excluding cash in hand, all
credit bank balances and trade and other debts owing to Soccercity, to Holyrood.
The consideration for the Disposal will be #697,000 payable in cash on
Completion.

Under the AIM Rules, the Disposal is classified as a disposal resulting in a
fundamental change of business. It is a requirement of the AIM Rules that the
Disposal be approved by Shareholders at an extraordinary general meeting of the
Company.

A notice convening an EGM for 9.00 a.m. on Friday, 27 July 2007 to be held at
the offices of WH Ireland, 11 St. James's Square, Manchester, M2 6WH has been
despatched at which the Resolution to approve the Disposal will be proposed for
Shareholder approval.

Fareham indoor football centre

The indoor football centre at Fareham is one of four centres within the Group,
the other three being in Leeds, Huddersfield and Bradford.  The Fareham centre,
located on the south coast, is a long established business focused on providing
indoor small sided football pitches, together with a children's play area.

Fareham operates 2 indoor small sided football pitches from the Premises.

Reasons for the Disposal and use of proceeds

Following a strategic review, the Board believes that the proposed sale of
Fareham to Holyrood represents an opportunity for the Group to realise value and
will enable the Directors and management team to focus on the Group's core
business interests in the North of England.

The net sale proceeds from the Disposal of #672,000 will be used by the Company
to invest in its remaining football centres, together with the development of
new business at these centres. In addition, #194,118 from the Disposal proceeds
will be used to repay outstanding debt owed, in aggregate, to Ian William Currie
and Richard Ian Hughes.

Principal Terms of the Agreements

The Company has entered into the Disposal Agreement under which Holyrood will
acquire Fareham for a consideration of #697,000 payable on Completion.
Completion of the sale of the business is conditional on (i) the passing of the
Resolution at the EGM; and (ii) on the landlord of the Premises entering into
agreements for the assignment and extension of the lease of the Premises on
terms satisfactory to Holyrood. The Disposal Agreement contains warranties and
indemnities given by the Company to Holyrood in connection with, amongst other
things, the assets, trading and employees of the business of Fareham. These
warranties are valid for a period of two years from Completion.

As part of the terms of the Disposal Agreement, the Company will upon Completion
enter into a licence agreement whereby the Company has agreed to permit Holyrood
to carry on the business and operations of Fareham under the 'Soccercity' name
for a period of 24 months from Completion and to have limited use and access to
Soccercity's customer booking, results and league table system to assist
Holyrood to operate and organise its administration of the business.

Financial effects of the Disposal

In the financial year to 31 January 2007, the Fareham centre recorded unaudited
turnover of #718,000 and a profit of #191,000, before depreciation and certain
central Group costs. The net assets of the Fareham centre as at 31 January 2007
were #823,000, which includes goodwill of #727,000.

Extraordinary General Meeting

The Disposal is conditional, inter alia, on the approval of the Resolution by
Shareholders. An extraordinary general meeting has been convened for 9.00 a.m.
on Friday, 27 July 2007 to be held at the offices of WH Ireland, 11 St. James's
Square, Manchester, M2 6WH at which the Resolution will be proposed.

Recommendation

The Directors consider that the terms of the Disposal are fair and reasonable
and in the best interests of the Company and its Shareholders. Accordingly, the
Directors unanimously recommend Shareholders to vote in favour of the Resolution
as they intend to do in respect of their own beneficial holdings of 5,755,625
Ordinary Shares representing approximately 4.36 per cent. of the issued share
capital of the Company.


For further information please contact:

Norman Molyneux, Soccercity                                Tel: [phone]
David Youngman, WH Ireland Limited                         Tel: [phone]


Copies of the circular despatched to Shareholders are available from the
Company's registered office: Douglas Bank House, Wigan Lane, Wigan, WN1 2TB.

Definitions


"Agreements"                  the Disposal Agreement and the License Agreement

"AIM"                         a market operated by London Stock Exchange plc

"AIM Rules"                   the AIM Rules for Companies governing the 
                              admission to and the operation of AIM published by 
                              London Stock Exchange plc as amended from time to 
                              time

"the Board" or "the           the directors of the Company as at the date of 
Directors"                    this document

"Company" or "Soccercity"     Soccercity plc, a company registered in England & 
                              Wales with registered number 4627976

"Completion"                  the date on which the Disposal Agreement becomes
                              unconditional

"Disposal"                    the disposal by the Company of Fareham, pursuant 
                              to the terms of the Disposal Agreement

"Disposal Agreement"          the conditional agreement dated 10 July 2007 made 
                              between the Company (1) Holyrood (2) and Ian 
                              William Currie (3) pursuant to which the Company 
                              has agreed to sell Fareham.

                              Further details of this agreement are set out on 
                              page 7 of this document

"EGM"                         the extraordinary general meeting of the Company, 
                              convened for 9.00 a.m. on Friday, 27 July 2007, 
                              and any adjournment thereof

"Fareham"                     the business and assets of the Company's indoor 
                              football centre and children's play area at 
                              Fareham, Hampshire

"Group"                       Soccercity and its subsidiaries

"Holyrood"                    Holyrood Leisure Limited, a company registered in 
                              England & Wales with registered number 6227624, a 
                              company jointly owned by Ian William Currie and 
                              Richard Ian Hughes

"Licence Agreement"           an agreement to be entered into between the 
                              Company (1) and Holyrood (2) upon Completion 
                              pursuant to which the Company will grant a licence 
                              to Holyrood to use the name "Soccercity" in 
                              connection with the business and operations of 
                              Fareham

"Ordinary Shares"             ordinary shares of 1p each in the capital of the 
                              Company

"Premises"                    means Fareham's premises at Fareham Industrial 
                              Park, Wallington, Fareham, Hampshire


"Resolution"                  the resolution to be proposed at the EGM, details 
                              of which are set out in the notice of EGM at the 
                              end of this document


"Shareholders"                holders of Ordinary Shares

                              
"WH Ireland"                  WH Ireland Limited


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