London, United Kingdom, October 11, 2010: Exova Limited (the "Company") today announces an offering of £155 million senior notes due 2018 guaranteed on a senior basis by its parent, Exova Holdings Limited, and certain of its subsidiaries. The net proceeds of the offering will be used to refinance a portion of the outstanding indebtedness of the Company and pay fees and expenses in connection with the offering. The notes being offered have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended.
About Exova Limited
The Company is a leading provider of laboratory-based testing and related advisory services, operating from 110 laboratories in 24 countries worldwide. The Company focuses on providing technically demanding, value-added testing for a broad range of products and processes to ensure compliance with safety and quality standards imposed by customers, accreditation bodies and regulatory authorities. The Company also provides calibration services to a broad range of customers in Northern Europe. The Company serves over 20,000 customers worldwide across more than ten business sectors.
Forward Looking Statements
Some statements in this announcement are forward-looking. They represent expectations for the Company's business, and involve risks and uncertainties. These forward-looking statements are based on current expectations and projections about future events. The Company believes that current expectations and assumptions with respect to these forward-looking statements are reasonable. However, because they involve known and unknown risks, uncertainties and other factors, which are in some cases beyond the Company's control, actual results or performance may differ materially from those expressed or implied by such forward-looking statements.
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This press release shall not constitute an offer to sell or a solicitation of an offer to purchase any securities in the United States, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state or country. The securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the "Securities Act") or an applicable exemption from registration requirements. No public offering of securities will be made in the United States. This press release is being issued pursuant to and in accordance with Rule 135e under the Securities Act.
Members of the public are not eligible to take part in the note issue. This announcement is for information purposes only and is directed only at: (a) persons in member states of the European Economic Area who are qualified investors (as defined in Article 2(1) (e) of EU directive 2003/71/EC (the "Prospectus Directive"); (b) persons in the United Kingdom who are qualified investors and who are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) persons falling within Article 49(2) (a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Order; or (iii) persons to whom it may otherwise be lawfully communicated (all such persons in (a) and (b) together being referred to as "relevant persons"). This announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. This announcement does not itself constitute an offer for sale or subscription of the notes.
No money, securities or other consideration is being solicited, and, if sent in response to the information contained herein, will not be accepted.
Press Contact
Anne Thorburn, CFO
T: +44 131 476 7682
F: +44 131 333 5082
E:
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