Acquisition

Goodwin PLC
23 March 2007

Goodwin PLC ('Goodwin' or the 'Company')

23 March 2007

ACQUISITION OF NOREVA GmbH

Goodwin, the mechanical and refractory engineering group, announces the
acquisition of 75% of the share capital of Noreva GmbH ('Noreva'), a
manufacturer of non return nozzle check valves located in Monchengladbach,
Germany for an initial consideration of £2.8 million in cash.

In the year to 31 December 2006 Noreva generated turnover of Eur 7.3 million 
(£5 million), profit before tax of Eur 0.42 million (£0.288 million) and has 
gross assets of Eur 4.3 million (£2.9 million) audited.

The remaining 25% share interest, which is owned equally by the two current
Managing Directors of Noreva, Messrs R. Kurzenberg and M. Sattelberg (the
'Managing Directors'), who are to continue to serve Noreva in their present
capacity following the acquisition, is subject to put options exercisable by 
the Managing Directors no sooner than 5 years, and a call option exercisable by
Goodwin PLC no earlier than 12 years, from the date of completion of the
acquisition.

The initial consideration is £2.8 million in cash, together with £0.6 million
payable to Noreva (i.e. funds retained within the Goodwin group) for a perpetual
technology licence. A deferred consideration of an additional £1.0 million will
be paid in two instalments, payable after three and five years after completion,
respectively. The consideration in case of the exercise of the put and/or call
option will be either £1.0 million for the remaining 25 % of the Novera shares
or is to be calculated based on 10 times annual average pre-tax profit of 
Noreva for three years prior to the exercise of the option, or a combination of 
both calculation methods, depending on, inter alia, the term of service of the
respective Managing Director.

The Company believes that Noreva is a complementary business and anticipates
significant value being created from the excellent synergy in the marketing and
production capacity opportunities between Noreva and Goodwin's UK based
subsidiaries Goodwin International Ltd and Goodwin Steel Castings Ltd (the
'Goodwin Companies'). The Goodwin Companies manufacture and supply dual plate
non-return check valves for the oil and gas industry worldwide, whereas Noreva
supplies a complementary but more costly and faster-acting nozzle check valve 
to applications requiring less backflow and pressure surge.

Noreva and the Goodwin Companies will continue to benefit from each others'
technology and marketing resources, which are also complementary. Financing from
Goodwin will enable Noreva to extend its facility in Monchengladbach and an
agreed cooperation in the area of distribution will enable each company to
reduce lead times and provide a faster service to their customers and achieve
increased sales.

The acquisition of Noreva will enable the Goodwin Companies and Noreva to
further strengthen their relative market positions through the ability to offer
complete check valve solutions to their principal markets in the hydrocarbon,
processing and water industries.

Francis Gaffney, Director and General Manager of Goodwin International Ltd and
a main board director of Goodwin PLC, will become a Managing Director of Noreva,
together with the existing Managing Directors.

Enquiries:

John Goodwin
Tel: [phone]
Goodwin PLC

END




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