Engage Xr Regulatory News (EXR)

1 Aug 2006 07:00

Expro International Group PLC01 August 2006 Not for distribution or transmission, directly or indirectly in or into the United States, Canada, Australia, Japan or South Africa Expro International Group PLC Completion of Acquisition FOR IMMEDIATE RELEASE1 August 2006 Expro International Group PLC announces the completion of the acquisition ofPWS, a leading supplier of well testing and other flow management products andservices to the global oil and gas industry for $674.5 million (£366.0 million). The consideration paid by the Company in relation to the Acquisition comprisedthe allotment and issue to the owners of PWS of 9,155,961 Consideration Shares(representing US$115.0 million (£62.4 million)), with the balance being paid incash. Application has been made to the FSA and to the London Stock Exchange for theConsideration Shares to be admitted, fully paid, to the Official List and totrading on the London Stock Exchange. It is expected that admission will occurand that dealings will commence in the Consideration Shares, fully paid, at 8a.m. today. Definitions used in the Prospectus dated 14 June 2006 shall have the samemeanings when used in this announcement, unless the context requires otherwise.All references to time in this announcement are to the time in London. For further information please contact: Expro International Group PLC +44 (0) 1189 591341Graeme Coutts, Chief Executive OfficerMichael Speakman, Finance Director JPMorgan Cazenove Limited(Financial adviser and corporate broker to Expro) +44 (0) 20 7588 2828Barry Weir Simmons & Company International Limited(Transaction advisors to Expro) +44 (0) 1224 202300Colin Welsh / Mike Beveridge Weber Shandwick(Public relations adviser to Expro) +44 (0) 20 7067 0700Rachel Taylor / Stephanie Badjonat JPMorgan Cazenove Limited is acting for Expro International Group PLC and no oneelse in connection with the Acquisition and the Rights Issue and will not beresponsible to anyone other than Expro International Group PLC for providing theprotections afforded to it clients nor for giving advice in relation to theAcquisition, the Rights Issue or any other matter referred to herein. Simmons &Company International Limited is acting exclusively for Expro InternationalGroup PLC and no one else in connection with the Acquisition and will not beresponsible to anyone other Expro International Group PLC for providing theprotections afforded to its client nor for giving advice in relation to theAcquisition or any other matter referred to herein. This announcement shall not constitute an offer of, or the solicitation of anyoffer to subscribe or buy, any New Shares to any person in any jurisdiction towhom or in which such offer or solicitation is unlawful. The distribution ofthis announcement in certain jurisdictions may be restricted by law andtherefore persons into whose possession this announcement comes should informthemselves about and observe any such restrictions. Any failure to comply withthese restrictions may constitute a violation of the securities laws of any suchjurisdiction. Any purchase of, or application for, securities in the RightsIssue should only be made on the basis of information contained in theProspectus dated 14 June 2006 and any supplement thereto. This announcement is not an offer of securities for sale in the United States.Securities may not be offered or sold in the United States absent registrationor an exemption from registration. The New Shares have not been, nor will theybe, registered under the US Securities Act of 1933, as amended, or under thesecurities laws of any state in the United States or under the applicablesecurities laws of Canada, Australia, Japan or South Africa. Subject to certainexceptions, the New Shares may not be offered or sold in the United States,Canada, Australia, Japan or South Africa or to or for the benefit of anynational, resident or citizen of the United States, Canada, Australia, Japan orSouth Africa. This information is provided by RNS The company news service from the London Stock Exchange