12/06/2007 19:15:00

Private Trading Systems Plc Lists on PLUS Markets, Admitted for Trading

Private Trading Systems, Inc. (OTC:PVTM) today announced its

UK-based subsidiary Private Trading Systems Plc has been admitted for

listing on PLUS Markets. Private Trading Systems Plc is the parent of

The Private Treaty Market Limited, a UK company that has designed,

developed and will operate a trading system known as the Private

Equity Trading System ("PETS").

Private Trading Systems Plc´s ("PTS" or the "Company") entire

ordinary share capital of 426,280,354 ordinary shares of nominal value

GBP 0.001 pence each has been admitted for trading on PLUS Markets as

of Thursday June 14, 2007 at which time a stock symbol will be

assigned. The shares are initially priced at 5 pence per share

("Admission Price") and the Company anticipates that it will have an

initial market capitalization of approximately GBP 21,314,017.

The Company has raised GBP 1.25 million by way of a private

placement with an existing institutional shareholder and will be used

to further develop the Company.

PTS has offices in London and Geneva and a representative office

in New York.

Atlantic Law LLP is acting as the Company´s PLUS Advisor.

The PETS Trading System can be used for trading securities,

instruments or any financial asset capable of being converted into

electronic form. Offering straight through processing and

instantaneous settlement, PETS closely combines the exchange and

settlement functions and links with custodial functions through

regulated banks.

PETS will enable the Company to offer world-wide, real-time,

instantaneous trading and settlement in any financial instrument 21

hours per day, allowing time for maintenance on the system. Following

detailed investigation and to the best of their knowledge, the

directors are not aware of any other system that offers the complete,

seamless, real-time integration of the trading process.

The business strategy is to develop strategic partnerships,

initially with international banks, trust companies, brokers and

exchanges. Other key users are issuers of all forms of securities,

including private equities, public equity, convertible and straight

bonds, asset-backed securities, and insurance products.

PETS will bring together buyers and sellers on a global scale

providing them with the ability to complete direct, real-time

transactions. By eliminating delays, PETS will significantly reduce

costs to traders and trading activity on PETS will be difficult to

manipulate as it is processed in real time. Customers will be able to

open a PETS account online and fund their accounts through banks or

other financial institutions.

The Company plans to focus on operating the PETS system, finding

suitable niche financial markets where the performance of PETS can

offer significant commercial advantage to its customers, widening the

number of different types of tradable instruments that are available

on PETS, and widening the number of settlement processes and custodian

operations connected to the PETS system.

The PETS system will be operated through the Company´s

subsidiaries. PTS will seek to have a substantial interest in the

long-term growth of the trading volumes across all of the distributed

trading platforms that utilize the PETS system. A formal patent

application on the PETS system was filed on 31 August 2006, which is

now patent pending.

PETS is designed to be modular so that any part of the system can

be hosted anywhere worldwide. This enables PTS to take advantage of

different regulatory regimes for different parts of the system, and

meet different commercial needs. PTS must obtain regulatory approval

in each jurisdiction in which the PETS system is to operate. PTS will

initially focus on operating the PETS system in suitable European

financial markets. PTML´s subsidiary PETS (Geneve) SA intends to apply

for approval from the Swiss Federal Banking Commission for operating

an exchange in 2007. The first major contract for PETS is to trade

specialized insurance products, and this should become active during


The listing will help facilitate the roll out of PETS

internationally. Listing on PLUS will enable the Company to grow

initially in Europe and in the US. It will help to raise the Company´s

profile in the market to potential clients and investors, and allow

the Company to raise funds in the future.

History and Corporate Structure

PTS was incorporated in England and Wales on 16 November 2006, as

a Public Limited Company and its purpose is to act as the holding

company of Private Treaty Market Ltd ("PTML"). It has not traded to

date and its purpose is to act as the holding company of PTML. PTML

was incorporated in 2003, to develop the proto-type of the PETS

system. PTML has a wholly owned subsidiary in Switzerland, PETS

(Geneve) SA.

The primary assets of Private Trading Systems, Inc ("PVTD") are

the 100% holding of PTML and the intellectual property rights which

were acquired by the Company in exchange for all of the issued share

capital in the Company on admission to PLUS ("Admission").

The existing business of PTML will continue unchanged, under the

control of the Company.

Reasons for the Admission to PLUS

The Directors believe that the benefits of being listed on PLUS

include raising the Company´s profile; and the ability to raise

additional funds in the future.

Beneficial Ownership of Directors and Substantial Shareholders

The table below sets out the number of shares of ordinary shares

owned of record and beneficially by the Directors based upon the

426,280,354 shares of the Company´s ordinary shares that were issued

and outstanding at the date of Admission.

Unless otherwise indicated each person or entity has sole voting

and investment power, or shares such powers with his or her spouse,

with respect to the shares shown as beneficially owned.



Name Number of Shares Beneficially Owned Shareholding (%)

Robert J Stevens 9,649,000 2.08


The Company has granted the following options, which are

exercisable at the Admission Price.



Name Number of Options Exercise Period from the date

granted (years)

Atlantic Law Llp 3,000,000 3

Mr. Burrell 23,333,333 7

Mr. Smith 15,000,000 7

Mr. Stevens 5,000,000 7

Mr. Goldsmith 3,000,000 7

Mr. Liker 2,000,000 7

Mr. Bandy 4,000,000 7

TOTAL 55,333,333


The following shareholders each have a beneficial interest in more

than 3% of the issued share capital of the Company:



Name Number of Shares Beneficially Owned

Shareholding (%)

Brent Anderson (1) 17,465,000 3.8

Chart Investments Limited -

beneficiary is

Christopher Potts 16,796,610 3.6

Mercurius Capital

Partners Ltd 31,154,410 6.7


(1) Includes 935,000 shares held in the name of BA Associates, in

which Mr. Anderson has a beneficial interest.

Industry Overview

The overall market continues to grow with over 7,000,000

individual securities available for electronic trading worldwide. New

classes of securities emerge every year, one example being the rise in

esoteric asset-backed securities over the last few years. New services

such as Arca Ex(R) or Instinet(R) cover different parts of the trading

lifecycle. However, no one service currently available offers all the

necessary components of the trading lifecycle in a seamless,

integrated fashion.

The financial markets have seen considerable change in recent

years arising from technological development, principally in

electronic trading. This has enabled markets to operate at a much

faster rate than was previously feasible and has led to an expectation

of continued improvement in the speed of transactions.

While a number of participants in the financial markets operate

trading systems, none offers an integrated solution such as the PETS

and PTS is in a strong position to withstand competition and

regulatory changes.

Board of Directors

Walter K Goldsmith FCA - Chairman

Mr. Goldsmith joined the board of the Company in November 2006 as

Chairman. He is a Chartered Accountant and has extensive experience as

a director and Chairman of companies, both public and private, and

currently serves on the board of a number of companies in industries

as diverse as banking, motor and leisure and property. From 1979-1984

he was Director General of the Institute of Directors. He is a

published author notably of "The Winning Streak" series of books on


C. Austin Burrell BS - Non-Executive Director

Mr. Burrell joined Private Trading Systems, Inc. in December 2004

as Chairman of the Board, President, Chief Executive Officer,

Corporate Secretary, and Treasurer. He is now a consultant to the

Company on marketing exchange facilities to US companies. Prior to

joining the Company, Mr. Burrell worked as a consultant for Quantum

Matrix, Inc. from July 2000 to December 2004. From December 1999 to

July 2000, he served as President, Chief Operating Officer, and a

director of What´s For Free Technologies, Inc. Mr. Burrell also serves

as a director of Windergy, Inc.

Lindsay M. Smith BA ACA - Chief Executive Officer and Director

Mr. Smith was appointed Chief Financial Officer and a Director of

Private Trading Systems Inc. in November 2005. He joined PTML in May

2005 as Chief Executive Officer and also serves on the board of

directors of PTML. Mr. Smith is a U.K. qualified Chartered Accountant.

From July 2004 to March 2005, he served as a director of Caplay Plc, a

U.K. listed company. Prior to that, Mr. Smith had been a director of a

number of venture capital start up and recovery companies having

previously spent 11 years with Henry Ansbacher & Co Limited, merchant

bankers, both in the U.K. and the U.S. Mr. Smith is also a

non-executive director of DeMatco Inc. and Globalink International


Robert J. Stevens - Non-Executive Director

Mr. Stevens has been a Director since November 2005. He has served

on the board of directors of PTML since 2003. Prior to joining PTML as

a director, he co-founded Betting Markets Ltd. in 2000. Mr. Stevens

also serves on the boards of directors of Griffin Investments Ltd. and

DeMatco Inc.

Past and Present Directorships



Appendix 1

Director Current Directorships

Lindsay Smith Purewater Holdings Plc

Globalink Plc

DeMatco Inc



C. Austin Burrell PVTD

Robert Stevens PTML

Griffin Leisure Ltd

Griffin Holdings U.K Ltd

Griffin Bloodstock Ltd

DeMatco Inc.

DeMatco Ltd

Walter Goldsmith Asite Plc

British Food and Farming Ltd

NRC Group Plc

Beagle Holdings Ltd

Bank Leumi (UK) Plc

The Fitness Connexion

(Hartlepool) Ltd

Visonic Ltd

KBH Transport Media Ltd

Jewish Music Institute

Estates and Management Ltd

Songs of Freedom Ltd

Elmerin Ltd

Mercury Group Plc

Director Previous Directorships

Lindsay Smith Pureflo Ltd

Roof Revivers Ltd

Strat-tel.com Ltd

Caplay Plc

Kingston Capital

Partners Ltd

Movies on the Move Ltd

Baden Associates Ltd

Baden Consultants Ltd

C Austin Burrell Vocal Communications, Inc

Windergy, Inc

Robert Stevens Consortium Investments Ltd

Walter Goldsmith Jumbo International Plc

Guiton Group Ltd

Royal Stafford Tableware Ltd

Procurecard Ltd

Union Group Ltd

SCS Upholstery Plc

Fitness First Plc

Key Developers

Terence P. Ramsden


The PETS System was originally devised by Mr. Ramsden and until 23

May 2005 he was a director of PTML

Mr. Ramsden pleaded guilty to offences of dishonesty relating to a

failure to disclose assets to his trustee in an individual bankruptcy.

The offences, which did not involve shares or securities in any

company public or private, were committed between April 1992 and

December 1993 and Mr. Ramsden was sentenced on 6 May 1998. The

conviction and prison sentence will be over ten years old on 6 May

2008 and Mr. Ramsden will therefore be subject to the Rehabilitation

of Offenders Act 1974.

Mr. Ramsden owns a 9.4% shareholding in the Company. His

suitability to be a controlling shareholder of listed companies in the

United States had been subject to review by the Securities and

Exchange Commission and no objections were raised to this nor to his

being in control of that company´s European operations.

Mr. Ramsden holds no controlling influence over the Company which

is run independently of him.

Risk Factors

A new system

1. The PETS System has not yet been commercially tested in the

market, and as the Company expands the system will have to cope with

increasing numbers of transactions while servicing customers. In order

to minimize this risk PTML are refining the system and running tests

to ensure the system remains sufficiently robust to handle such


Regulatory Approval in Jurisdictions

2. The area of business in which PTML operates is highly regulated

and requires regulatory approval in each of the jurisdictions in which

it operates. It is possible that the Company will not be able to

obtain regulatory approval in a timely manner or at all in certain

jurisdictions where it intends to operate. In order to counter this

risk PTML is working to ensure that the PETS System and the internal

control systems operated within it are of the highest standards

demanded by the regulators.

Changes in Legislation

3. Changes in legislation may require changes to the PETS System

which the Company may not be able to accomplish in a short period of

time or at all, which would damage the Company. In order to ensure

that this risk is reduced PTML constantly reviews the legislation

being introduced or proposed which may impact our business and adjust

plans accordingly.


4. Although the Directors consider that direct competition is

limited, they anticipate that as the PETS System becomes more widely

known, there may be competitive pressure from large and entrenched

companies that are vendors of trading systems or order book matching

systems. Many of theses companies have greater financial resources and

may attempt to hinder the implementation and expansion of the PETS

System in order to protect their market share.

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