Acquisition

St. Ives PLC
13 September 2004


13 September 2004


                    Acquisition of SP Group Holdings Limited

The Board of St Ives plc is pleased to announce that St Ives has today acquired
the whole of the issued share capital of SP Group Holdings Limited ('SP Group').

SP Group is a leading independent supplier of point-of-sale material to major
international brands and retail chains. Its services include complete project
management and fulfilment operations in addition to its own digital, silk-screen
and Iithographic printing facilities. Its operations are based at sites in
Redditch and Birmingham.

In its financial year ended 31 March, 2004 SP Group generated profit before
interest, amortisation of goodwill and exceptional items of £3.9 million on
turnover of £35.4 million. Profit before interest, amortisation of goodwill and
exceptional items for the period was £4.3 million, after adding back certain
non-recurring items. At the date of acquisition net assets are expected to be
approximately £6.5 million and SP Group is being acquired on a debt free basis.

The acquisition of SP Group will add significantly to St Ives' capabilities in
supplying point-of-sale material to a range of blue chip clients whose
requirements extend beyond the supply of print. Its activities are complementary
to those of the existing St Ives companies.

The consideration for the acquisition is £33 million payable as to about £29
million in cash and as to the balance through the issue of floating rate notes.
Additional consideration of up to £3.92 million will (if applicable) become
payable in cash or loan notes in the early summer of 2005, if the profit before
interest and amortisation of goodwill of SP Group for the year ending 31 March
2005 is £4.9 million. Reduced additional consideration will be payable if the
profit before interest and amortisation of goodwill for the year ending 31 March
2005 is more than £4.3 million, but less than £4.9 million. The cash
consideration will be financed out of St Ives' cash resources and available bank
facilities.

Press enquiries:

St Ives plc:

Miles Emley (Chairman)                         015 2750 8000
until 4.00 pm on 13 September

Brian Edwards                                  020 7928 8844
from 9.00 am on 14 September


SP Group Holdings Limited:

Terry Gateley (Chairman)                       015 2750 8000
Mark Lockley (Joint Managing Director)
Simon Ward (Joint Managing Director)



Notes for editors:

SP Group was formed in 1999 as a result of the combination of a group of five
family owned print related businesses in the Birmingham area. The merger was led
by Simon Ward and Paul Gibbons, financed by Bridgepoint Capital and Bank of
Scotland. The business was refinanced in 2003 to enable some of the original
shareholders to realise a part of their investment and to provide an opportunity
for a wider group of managers to participate in the development of the business.

SP Group is currently managed by its Joint Managing Directors, Simon Ward and
Mark Lockley (who joined in 1999). Following its acquisition by St Ives, SP
Group will continue to be managed by them as a division within St Ives. It has a
total of just under 400 employees, located at its sites in Redditch and
Birmingham.

SP Group's strategy is based on the supply of a complete range of production,
fulfilment and support services to leading international brand and retail
customers for all their point-of-sale requirements. Services include the
provision of on-line management information and control systems as well as all
aspects of logistics and distribution, in addition to silk screen, digital and
lithographic printing.




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