Issue of Equity and Directors' Shareholdings

CARETECH HOLDINGS PLC (the "Company")

5 April 2012

Issue of Equity and Directors' Shareholdings

On 4 April 2012, the Company issued a total of 1,608,337 new ordinary shares of 0.5p in the Company (the "New Ordinary Shares"), in connection with the Company's Executive Shared Ownership Plan 2012 (the "Share Plan"). The New Ordinary Shares will be jointly acquired by the employee benefit trust (managed independently by EES Trustees International Limited) and award recipients, at the closing market price as at 4 April 2012 of 140.5p.

Application has been made for the New Ordinary Shares to be admitted to trading on AIM ("Admission") and is expected to take place on 12 April, 2012. The New Ordinary Shares will, when issued, rank equally in all respects with the existing ordinary shares and will represent approximately 3.14% per cent. of the entire issued share capital of the Company immediately following Admission.

The following Directors were granted awards under the Share Plan whereby each would acquire joint interests in the following numbers of the New Ordinary Shares:

In accordance with the Company's obligations in respect of DTR 3.1, Greg Lapham, Company COO, will also be awarded 175,000 of the New Ordinary Shares under the Share Plan.

An award under the Share Plan enables the participant to benefit only from the future growth in the value of the New Ordinary Shares above their market value on the award date, in excess of a "carrying cost" of 3% per annum. Awards are subject to performance conditions and participants may not normally realise any such benefit before 4 April 2015.

Award recipients, including Directors, will have voting rights in respect of the New Ordinary Shares should the Company's share price at a specified time prior to a shareholders meeting be more than double that at the time of subscription. In such circumstances and assuming no other issuance by the Company, Haroon Sheikh and Farouq Sheikh and their connected persons would have a beneficial interest in 14,322,500 Ordinary Shares, representing 27.98% of the issued share capital of the Company (as enlarged by the Share Plan). Other Directors would have a beneficial interest in 1,170,590 Ordinary Shares, representing 2.29% of the enlarged issued share capital.

The Company's net funding position will remain unchanged following the implementation of the Share Plan. Significant shareholders were consulted prior to the implementation of the Share Plan, as was the Panel in relation to Rule 9 considerations under the Code. 

In accordance with AIM Rules 19 and 20, the Company can confirm the Annual Report and Accounts for the year ended 30 September 2011, alongside the notification of the Company's AGM, were posted to shareholders on 20 January 2012.

The Annual Report and Accounts can be downloaded from the Company's website at www.caretech-uk.com. Hard copies are available on request from the Company's Head Office at Metropolitan House, 3 Darkes Lane, Potters Bar, Hertfordshire, EN6 1AG.

For further information, please contact:

CareTech Holdings PLC 01707 601 800

Farouq Sheikh, Executive Chairman

Michael Hill, Finance Director 

N+1 Brewin (Nominated Adviser & Broker) 020 3201 3170

Aubrey Powell, Luke Boyce