5 April 2006

Absolute Capital Management Holdings Limited

("ACMH" or "the Company")

Preliminary Results for the year ended 31 December 2005

ACMH, the fund management company focused on delivering investment returns through the management of absolute return funds, today announces its preliminary results for the year ended 31 December 2005.

Highlights

Financial

* Assets under management up 114% to US$841million (2004: US$393 million)

* Pre tax profit up 170% to Euros 15.7 million (2004: Euros 5.8 million)

* Turnover increased by 208% to Euros 30.5 million (2004: Euros 9.9 million)

* Basic earnings per share increased by 169% to Euros 0.31(2004: Euros 0.12)

Operational

*Investment management team strengthened considerably

* Successful launch of 2 new funds

*Significant development and investment in strengthening systems, risk management, personnel, infrastructure, and research capabilities

Since the year end

* Fund Performance has been ahead of target return levels in the first three months of 2006

* Funds under Management have grown from US$841million at the end of 2005 to US$1.085 billion as at 31 March 2006 an increase of some 29% since the beginning of this year

* Admission to trading on AIM in March 2006

Sean Ewing, Chairman and CEO, commented: "2005 saw a doubling of assets under management and further increases since the year end have taken us over US$1billion. This rapid growth reflects our track record as consistently strong performers focused on achieving an absolute return on invested capital rather than looking to outperform a given benchmark."

Enquiries:

ACMH Sean Ewing, Chairman and CEO T: [………………]

Cardew Group Tim Robertson T: 020 7930 0777

Shan Shan Willenbrock

Chairman's Statement

ACMH's inaugural results as a quoted company on the London AIM market are characterised by strong growth in both pre-tax profits up 170% to Euros 15.7 million from Euros 5.8 million in 2004 and turnover up 208% to Euros 30.5 million, from Euros 9.9 million in 2004. During 2005, all of the funds under the Company's management performed either in line with or in excess of stated performance targets and in the top quarter of their respective sectors. A number of the funds performed exceptionally well in particular [……………].

ACMH joined the AIM market in March 2006 and has made a very positive start. As a result, we have created a strong platform from which we can continue to grow both organically and through integrating other fund managers and businesses.

Financial Review

Success against our yardstick of building shareholder value is demonstrated not only by the significant increases in our headline numbers, but also by all key measures.

The largest contributors to turnover were management fees of Euros 8.7 million (up 133% from Euros 3.7 million in 2004) and performance fees of Euros 20.5 million (up 253% from Euros 5.8 million).

Assets under management during the year increased to US$841m (up 114%) as a result of net inflows of US$324 million, and growth due to positive investment performance of US$124m.

Assets under management by strategy

Strategies:	31 December 2005 US$	31 December 2004 US$
Absolute Return Europe	346.7	258.7
Absolute European Catalyst Fund	211.8	79.3
Absolute Germany Fund	167.9	54.7
Absolute East/West Fund	41.7	n/a
Absolute Octane Fund	72.9	n/a
Absolute Large Cap Fund *	n/a	n/a

* Began trading in February 2006.

A number of key ratios were above industry averages, and are tending to
improve. The ratio of total revenue to average assets under management
rose in 2005 to 4.40% (€30.51m / Rev €693 AUM) from 3.06% in 2004 (€9.92m
Rev / €324m AUM). This was as a result of strong fund performance and an increase in performance related fees to average assets under management. Performance related fees rose to 3.14% (€21.79m / €693m) from 1.90% in 2004 (€3.75m/€324m).

The total cost/income ratio of the business decreased to 51% in 2005 (from 59% in 2004), largely reflecting improved asset growth and performance. This level of costs is comfortably below the industry average. [comment on remuneration?]

[insert comment on dividend]

Operational review

This has been a very active and successful period for the company. The focus has been on [we need to fill this section out to provide an overview of operational activities during the year……..]

We would recommend including comment on:

- Key (NYSE: KEY - news) highlights from individual funds

- Absence of negative months?

- Include any awards won

- Name the actual fund managers recruited

- Comment on marketing strategy - new investors drawn from?

- Comment on targets for 2006

We have launched two funds:

[In xxxxx 2005, we launched the Absolute Octane Fund. The aim of AOF is to achieve absolute returns with a high-risk investment strategy placing a special emphasis on investments in areas where there is specialist sector knowledge or competitive verification. ]

In February 2006, we launched the Absolute Large Cap fund which has begun strongly with net growth in excess of 10% in its first two months. This fund has considerable capacity and should be a strong factor in the growth of assets during the remainder of this year. [……?]

We have consistently targeted high quality managers with proven track records and complementary investment styles. During 2005 we added [……..] and more recently the investment research capability has been deepened and widened with four new senior analysts appointed in the current year.

Outlook

2005 reflects the successful execution of the first phase in our business strategy and the initial signs in first three months of 2006 suggest our positive performance has continued into the current year. With fund performance ahead of target return levels and funds under management now in excess of $1billion, a 29% increase. Net (Frankfurt: A0Z22E - news) inflows in the first quarter of 2006 were US$100m some 185% ahead of the US$35m in Q4 2005. This demonstrates significant institutional interest in the Groups funds and the impact of this momentum

Our margins remain amongst the highest of any asset management business, a reflection of a very low fixed cost base and an alignment of interest with both our fund investors and shareholders. These factors together give us confidence that we have established an excellent platform for the future growth and development of the Company

Sean Ewing

Chairman 5 April 2006

FINANCIAL RESULTS

Consolidated Statement of Income

For the year ended 31 December 2005

		2005	2004
	Note	€	€
Subscription fees		388,249	225,383
Redemption fees		868,451	181,845
Management fees		8,720,763	3,748,704
Incentive fees		20,535,642	5,760,021
Revenue		30,513,105	9,915,953
Legal and professional expenses		(271,406)	(791,739)
Management and incentive fees payable		(8,654,996)	(2,919,786)
Operational expenses		(976,881)	(421,547)
Employee costs	3	(5,068,466)	-
Foreign exchange gain/(loss)		18,776	(5,165)
Excess of acquirer's interest in net value of identifiable net assets		14,254	-
Depreciation		(3,355)	(659)
		15,571,031	5,777,057
Financial revenue		114,877	40,979
Unrealised gain on investments		312	7,327
Profit for the year before taxation		15,686,220	5,825,363
Taxation		(35,663)	-
Profit for the year after taxation attributable to members of the Company		15,650,557	5,825,363
Earnings per share (basic)		€0.31	€0.12
Earnings per share (diluted)		€0.30	€0.11

Consolidated Balance Sheet

At 31 December 2005

		31 December	31 December
		2005	2004
	Notes	€	€
Assets
Non current assets
Property, plant and machinery		46,553	1,870
		46,553	1,870
Current assets
Trade and other receivables		6,696,433	2,858,219
Cash at bank		3,026,610	44,761
Financial assets
Investments at fair value through the profit and loss		600	128,814
Loans and advances receivable		187,205	1,555,794
		187,805	1,684,608
		9,910,848	4,587,588
Total (Other OTC: TTFNF.PK - news) assets		9,957,401	4,589,458
Equity and liabilities
Equity
Issued share capital		500,000	2,296,797
Share premium		22,769,453	20,671,176
Revenue reserve		3,761,551	2,415,076
Other reserves		269,341
Merger reserve		(22,950,745)	(22,950,745)
Total equity		4,349,600	2,432,304
Current liabilities
Trade and other payables		5,568,951	2,157,154
Taxation payable		38,850	-
Total current liabilities		5,607,801	2,157,154
Total equity and liabilities		9,957,401	4,589,458

Consolidated Statement of Changes in Shareholder' Equity

For the year ended 31 December 2005

	Share	Share	Revenue	Other	Merger
	Capital	Premium	Reserve	Reserves	Reserve	Total
	€	€	€	€	€	€
As at 1 January 2004	2,296,797	20,671,176	2,689,713	-	(22,950,745)	2,706,941
Profit for the year	-	-	5,825,363	-	-	5,825,363
Distribution to former shareholders and FM Fund Management Limited	-	-	(6,100,000)	-	-	(6,100,000)
As at 31 December 2004	2,296,797	20,671,176	2,415,076	-	(22,950,745)	2,432,304
Profit for the year	-	-	15,650,557	-	-	15,650,557
Distribution on 13 May 2005 of €0.03 per share	-	-	(6,124,082)	-	-	(6,124,082)
Distribution on 1 December 2005 of €0.1636 per share	-	-	(8,180,000)	-	-	(8,180,000)
Issue of 7,103,497 shares of €0.01 each at par	71,035	-	-	-	-	71,035
Issue of 2,439,580 shares of €0.01 each at €0.049 per share	24,396	95,604	-	-	-	120,000
Share based payments	-	-	-	379,786	-	379,786
Exercise of share options	-	110,445	-	(110,445)	-	-
Reorganisation of share capital	(1,892,228)	1,892,228	-	-	-	-
As at 31 December 2005	500,000	22,769,453	3,761,551	269,341	(22,950,745)	4,349,600

The revenue reserve has been prepared on the pooling of interest basis and represents the retained earnings of the FM Fund Management business as if it had always been part of the group throughout the year. Since the business was acquired on 13 May 2005, the retained profit of the group is €3,561,839.

On pooling of interests, the excess of the consideration given by the company over the book value of the assets and liabilities of the underlying fund management business is recognised in a merger reserve.

Other reserves are in respect of share based payments made to employees of the group and others providing similar services.

Consolidated Cash Flow Statement

For the year ended 31 December 2005

		2005	2004
	Notes	€	€
Net cash inflow from operating activities		15,675,820	7,243,726
Cash flows from investing activities
Interest income received		114,877	40,979
Purchase of subsidiaries		(1,500)	-
Proceeds on sale of investment		128,626	-
Purchase of property plant and equipment		(48,038)	(1,870)
Cash acquired on purchase of subsidiary		33,914	-
Loans made to shareholders		(67,110)	(1,555,794)
Repayment of loans		1,352,788	-
Net cash inflow/(outflow) from investing activities		1,513,557	(1,516,685)
Cash flows from financing activities
Distributions		(14,304,082)	(6,100,000)
Loans made		-	(8,245)
Issue of share capital		120,000	-
Net cash outflow from financing		(14,184,082)	(6,108,245)
Net cash inflow/(outflow)		3,005,295	(381,204)

Notes to the Financial Statements

1.

Accounting Policies

(a) Accounting convention

These financial statements have been prepared in accordance with International Financial Reporting Standards.

(b) Basis of consolidation

The consolidated financial statements incorporate the financial statements of the group. Subsidiaries are consolidated from the date control is transferred to the group and cease to be consolidated from the date control is transferred from the group.

The Company was incorporated on 26 August 2004 and on 13 May 2005 it acquired the business of providing investment management and advisory services to mutual funds from FM Fund Management Limited. As the acquisition is between entities under common control, it is outside the scope of IFRS 3 "Business Combinations", and the combination has been accounted for as a pooling of interest, as if the group, as currently constituted, had been in place throughout the whole period covered by these financial statements. Consequently assets and liabilities of the underlying fund management business are recorded at their previous book values.

Notwithstanding the Company being incorporated on 26 August 2004, the consolidated income statement and cash flow statement for the year and the comparatives for the consolidated balance sheet, income statements, statement of changes in equity and cash flow statement have been presented as though the business has always been part of Absolute Capital Management Holdings Limited, in order to compare meaningfully the performance of the underlying group. The business acquired was in existence before 1 January 2004, and hence the financial statements are presented with the earliest year commencing 1 January 2004. The accounts of FM Fund Management Limited had previously been prepared in accordance with International Financial Reporting Standards and no adjustment is necessary on recognition in the accounts of Absolute Capital Management Holdings Limited on a pooling of interests basis.

On pooling of interests, the excess of the consideration given by the Company over the book value of the assets and liabilities of the underlying fund management business is recognised in a merger reserve.

2.

Taxation

The Company is registered as an exempt company in the Cayman Islands and consequently no tax is payable in the Cayman Islands. The group is liable to United Kingdom and Spanish tax at basic rates of 19% and 35% respectively. Provision of €38,850 has been made in respect of current period profits of United Kingdom and Spanish subsidiaries of which €35,663 has been charged to the consolidated statement of operations as being post acquisition.

	2005	2004
	€	€
Taxable profits of the group at 0%	-	-
Taxation on Spanish and UK subsidiaries	35,663	-
Taxation charge for the year	35,663	-

No provision for deferred taxation has been recognised in the financial statements as amounts incurred are insignificant.

3.

Employee Costs

	2005	2004
	€	€
Wages and salaries	5,033,070	-
Social security costs	35,396	-
	5,068,466	-

In prior years the group had no employees. Remuneration of key management personnel was made by the shareholders of FM Fund Management Limited.

4.

Earnings Per Share

Earnings per share is calculated by dividing the net profit for the year by the weighted average number of shares outstanding during the year.

	2005	2004
	€	€
Net profit attributable to shareholders	15,650,557	5,825,363

	2005	2004
	€	€
Weighted average of ordinary shares
for basis earnings per share	49,723,398	49,490,103
Effect of dilution : share options	1,948,529	1,948,529
Weighted average number of ordinary shares for diluted earnings per share	51,671,927	51,438,632

5.

Business Combinations

On 13 May 2005 the Company acquired a business of providing investment management and advisory services to mutual funds from FM Fund Management Limited. In consideration for the purchase of this business, the Company issued 229,679,733 shares of €0.01 each at €0.10 per share to FM Fund Management Limited. Further consideration is payable based on the retained profits of the business as at 13 May 2005. The directors have estimated this additional consideration to be €6,124,082 giving a total cost of €29,092,055.

This is a related party transaction as the beneficial owner of the Company at the time of the transaction was also an ultimate beneficial owner of 3% of the issued share capital of FM Fund Management Limited. On completion of the transaction the beneficial owners of FM Fund Management Limited became the beneficial owners of the Company.

As this combination is between entities under common control it is recognised as a pooling of interest as detailed in note 1(b). Accordingly the additional consideration payable of €6,124,082 has been recognised as a distribution to members.

On 10 June 2005 the group acquired 100% of the voting rights of Absolute Capital Management (Spain) SL for consideration of €1,500. The final fair value of the identifiable net assets and liabilities of Absolute Capital Management (Spain) SL at the date of acquisition were:-

	€
Trade and other receivables	278,192
Cash and cash equivalents	33,914
	312,106
Trade and other payables	26,054
Loans payable to shareholders of Absolute Capital Management Holdings Ltd	267,111
Taxation payable	3,187
	296,352
Fair value of net assets	15,754
The excess of acquirer's interest in the net value of identifiable assets, liabilities and contingent liabilities	(14,254)
	1,500

The group acquired Absolute Capital Management (Spain) SL for consideration less than the fair value of the identifiable assets, liabilities and contingent liabilities. The identification and measurement of identifiable assets, liabilities and contingent liabilities has, together with the cost of combination, been reassessed and the excess after reassessment has been recognised in the consolidated income statement.

From the date of acquisition Absolute Capital Management (Spain) SL has contributed a loss of €501,526 to the net profits of the group. The revenue and profit for the group for the year would have been €30,606,648 and €15,488,027 had Absolute Capital Management (Spain) SL been owned throughout the year. The only income of Absolute Capital Management (Spain) SL is derived from other group companies and is eliminated upon consolidation.

6.

Share Based Payments

The Company has granted share options to Doyne Investments Limited to subscribe for the allotment of shares in consideration for Doyne Investments Limited providing assistance with the admission of the Company on to the London Alternative Investment Market, for the assistance in entering into joint venture agreements with managers for a new fund, and for aiding in the negotiations and completion of the purchase of the business of FM Fund Management Limited.

The expense recognised for employment costs of €5,068,466 includes share based payment employee services for the year of €379,786 (31 December 2004: €Nil). The value of the options has been measured at intrinsic value based on the fair value of the business of the Company at the measurement date compared with the exercise price.

7.

Events Subsequent to the Balance Sheet Date

On 3 March 2006 the Company was floated on the London Stock Exchange (LSE: LSE.L - news) 's Alternative Investment Market.

On 24 February 2006 the directors declared a dividend of €897,500, which was in respect of retained profits to 30 November (Stuttgart: A0Z24E - news) 2005.

8.

Annual Report and Accounts

This preliminary announcement is extracted from the audited accounts which will be posted to shareholders shortly.