Acquisition

Creston PLC
04 December 2006

Date:                   4 December 2006
On behalf of:           Creston plc ("Creston" or "the Group")
Embargoed until:        0701hrs





Creston plc acquires PAN Advertising for a maximum consideration of £18.8
million


Creston plc ("Creston" or the "Group"), the diversified marketing services
group, is pleased to announce the acquisition of specialist healthcare
advertising and marketing communications agency PAN Advertising Limited and its
subsidiaries ("PAN").  The consideration consists of a closing payment of £10.1
million, up to £0.3 million dependent on the net assets of PAN at completion and
further deferred consideration of up to £8.4 million dependent on the financial
performance of PAN in the period to 31 March 2009.



PAN, which is based in Richmond, is a full-service healthcare advertising and
communications agency with expertise in core global and European branding,
strategy development, brand planning and advertising and promotion.  The
acquisition will strengthen Creston's healthcare practice with PAN's offering
complementing Red Door Communications (the Group's healthcare PR agency).



PAN's current customers include Boehringer Ingelheim, Bristol-Myers Squibb,
GlaxoSmithKline, Ipsen, Organon, Schering, Servier and Wyeth.  PAN has grown
significantly since its formation in 1992.  For the year ended 31 December 2005,
PAN had revenues of £3.6 million and profit before taxation of £0.11 million
(after payment of non-recurring proprietorial bonuses of £0.7 million).  The
gross assets of PAN at 31 December 2005 were £2.1 million.  Under the terms of
the acquisition, PAN will have minimum net assets on completion of £0.75
million, which will include cash of £0.5million.



The maximum consideration of up to £18.8 million is to be satisfied by:



- a closing payment of £10.1 million consisting of £8.5 million in cash and the
issue of 793,809 new ordinary shares.  This closing payment is subject to a
claw-back (capped at £1.2 million) should PAN's profit before interest and
taxation for the year ended 31 December 2006 fall below £1.35 million;


- up to a further £0.3 million dependent on the net assets of PAN at completion;
and

- a deferred consideration of up to £8.4 million dependent on the financial
performance of PAN in the period to 31 March 2009 to be satisfied by up to 70
per cent. in new ordinary shares or Unsecured Loan Notes with the balance in
Unsecured Loan Notes (the final split is at Creston's option).


The initial cash consideration will be financed from Creston's existing banking
facilities and cash resources.  Application will be made to the UK Listing
Authority for 793,809 new ordinary shares of 10 pence each in the capital of
Creston ranking pari passu to be admitted to the Official List of the UK Listing
Authority and to trading on the London Stock Exchange's market for listed
securities.



Today, Don Elgie, Chief Executive of Creston plc, said:



"I am delighted that PAN is joining the Creston Group.  Healthcare is a vibrant
and growing sector and PAN further strengthens our healthcare offering to
clients."

Ben Davies, Managing Director of PAN, commented:



"Having taken PAN to its position as one of the leading healthcare agencies, I
am delighted to have found a partner in Creston who will enable us to reach the
next level in our strategic development.  Creston is a young, dynamic and
innovative group of first class agencies that will undoubtedly provide access to
synergistic skills and new opportunities.  Importantly, we will also be able to
retain the unique style and culture that has made PAN the success it is."



FOR FURTHER INFORMATION, PLEASE CONTACT:


Creston plc                                                        020 7930 9757
Don Elgie, Chief Executive
Barrie Brien, COO/CFO
www.creston.com



Redleaf Communications                                             020 7822 0200
Emma Kane/Sanna Lehtinen/Susan Quigley




NOTES TO EDITORS:



• Publication quality photographs are available through Redleaf
  on the numbers shown above.


About Creston Plc


• Creston's strategy is to build a diversified international
  marketing services group through a combination of organic growth and selective
  acquisitions.  The Board's aim is to identify synergistic benefits between
  currently independent marketing services companies offering premium services
  such as market research, direct marketing, advertising, public relations,
  research and digital; and to build a diversified Group that offers clients
  solutions to both existing and future marketing needs.


• Creston's companies boast a range of blue-chip clients
  including the AA, AstraZeneca United Kingdom, BA, Bacardi-Martini, Bayer, BT,
  Burger King, Canon, COI Communications, Cow & Gate, Diageo, Ebay, General
  Motors, George Wimpey, GlaxoSmithKline, Halifax, Kimberly-Clark, Lloyds, 
  Lloyds Black Horse, Morrisons, Nestle Rowntree, Nissan, Pfizer, Norwich Union, 
  Roche Diagnostics, Scottish Courage, Tesco, Toshiba, T-Mobile, Tropicana, 
  Unilever, Vodafone, Walkers and WHSmith.



• Creston's share price is quoted in the Financial Times, The
  Daily Telegraph, The Times and the London Evening Standard.




                      This information is provided by RNS
            The company news service from the London Stock Exchange