NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA, THE REPUBLIC OF IRELAND OR JAPAN

Introduction
 
On 29 November 2006 the Board of Eckoh PLC (“Eckoh” or “the Company”) announced that it had commenced a buy-back of its ordinary shares of 0.25 pence (“Ordinary Shares”) through the purchase of 10,500,000 Ordinary Shares at 11.5 pence in the market and that a wider return of capital to all Shareholders would be announced in the coming weeks. A further announcement was made by the Board on 13 December 2006 that it had purchased 15,000,000 Ordinary Shares in the market at 12.5 pence per share.

Today the Board announces its intention to return surplus cash to Shareholders by way of a tender offer for a maximum value of approximately £7 million at a price of between 11.5 pence and 13.5 pence per Ordinary Share (“Tender Offer”).  The Tender Offer documentation will be posted to shareholders today and the Tender Offer requires the approval of Shareholders at an Extraordinary General Meeting to be held on 22 February 2007.  In addition, the Company is seeking the authority to make market purchases of its own shares, if appropriate, following the completion of the Tender Offer. 
 

Background to and Reasons for the Tender Offer

On 18 July 2006, the Company disposed of its interests in Symphony Telecom Holdings plc to Redstone plc. This disposal generated approximately £11 million of cash for the Company and since then the Company has had funds surplus to its operational requirements.  The Board believes that now is an appropriate time to return up to £7 million of cash to its Shareholders by way of the Tender Offer.  In arriving at the level of cash to be returned to Shareholders, the Board has taken account of the levels of funding remaining in the Group to enable it to maintain its financial strength and to allow it to pursue acquisition opportunities should they arise.
 

Current Trading and Prospects

On 28 November 2006, the Company announced its results for the six months ending 30 September 2006. These results showed significant growth in revenue and profits from continuing operations and confirmed that the Group was trading ahead of market expectations.  At the time of those results, Nik Philpot, Chief Executive, commented that "The first six months of trading has significantly out-performed expectations and the good levels of new business generation combined with a traditionally strong second half means our overall prospects are excellent. As a Board we remain extremely confident in the outlook for our core business."

Since those results, there has been continued growth in the second half of the current financial year to date and the Board continues to believe that the prospects for the Company are very positive.
 

The Tender Offer

The Board is proposing to return up to approximately £7 million of capital through its purchase of up to 60,869,565 existing Ordinary Shares from eligible shareholders.  Once purchased, those Ordinary Shares will be cancelled and will not be available for re-issue.

The Tender Offer is being made on the terms and subject to the conditions set out in a Circular and tender form to be posted to shareholders today in respect of up to 60,869,565 Ordinary Shares within a price range of 11.5 pence (“Minimum Price”) to 13.5 pence (“Maximum Price”) per Ordinary Share.  The Minimum Price represents a discount of approximately 2.1 per cent. over the middle market closing price (as derived from the AIM Appendix to the Daily Official List of the London Stock Exchange) of 11.75 pence per Ordinary Share on 15 January 2007 and the Maximum Price represents a premium of approximately 14.9 per cent. over the middle market closing price (as derived from the AIM Appendix to the Daily Official List of the London Stock Exchange) of 11.75 pence per Ordinary Share on 15 January 2007.

None of the directors of Eckoh, who in aggregate hold 2,928,550 Ordinary Shares (representing 1.2 per cent. of the Company's issued ordinary shares),  intend to tender any of their Ordinary Shares pursuant to the Tender Offer.

Expected Timetable for the Tender Offer
 
Tender Offer opens 16 January 2007
 
Latest time and date for receipt of Tender Forms by 1.00 p.m. on 6 February 2007
 
Record date for the Tender Offer 5.00 p.m. on 6 February 2007
 
Announcement of results of the Tender Offer 7 February 2007
 
Purchase Agreement available for inspection from 7 February 2007 until 22 February 2007
 
Latest time and date for receipt of Form of Proxy by 10.00 a.m. on 20 February 2007
 
Extraordinary General Meeting 10.00 a.m. on 22 February 2007
 
Announcement of result of Extraordinary General Meeting and completion of purchase 22 February 2007
 
CREST accounts credited with Tender Offer proceeds and revised holdings of uncertificated Ordinary Shares by 27 February 2007
 
Despatch of cheques for Tender Offer proceeds for certificated Ordinary Shares by 27 February 2007
 
Despatch of balance share certificates for unsold Ordinary Shares and share certificates for unsuccessful tenders by 5 March 2007

The above times and/or dates may be subject to change and in the event of any such change, the revised times and/or dates will be notified to Shareholders by an announcement through a Regulatory Information Service.
 

For further enquiries, please contact:

Eckoh plc
Tel: 08701 100 700
Nik Philpot, Chief Executive Officer
Adam Moloney, Group Finance Director

Corporate Synergy Plc
Tel: 020 7448 4400
Brian Stockbridge / Jerry Keen / John Prior

Buchanan Communications
Tel: 020 7466 5000
Mark Edwards / Jeremy Garcia
 

This Announcement does not constitute an invitation to purchase any securities or the solicitation of any vote in any jurisdiction.  The full terms and conditions of the Tender Offer will be set out in the Tender Offer document. Shareholders of the Company are advised to read carefully the formal documentation in relation to the Tender Offer once it has been despatched.

The Tender Offer is not being made, directly or indirectly, in the United States, Canada, Australia, South Africa, the Republic of Ireland or Japan and neither this Announcement nor the Tender Offer documentation may be distributed or sent in or into or from the United States, Canada, Australia, South Africa, the Republic of Ireland or Japan and doing so may render invalid any purported tender.

Corporate Synergy plc, which is regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for the Company and no one else in connection with the Tender Offer and will not be responsible to anyone other than the Company for providing the protections afforded to customers of Corporate Synergy or for giving advice in relation to the Tender Offer.