Scheme of arrangement

Expro International Group PLC
09 May 2008

Not for release, publication or distribution, in whole or in part, in into or
from any jurisdiction where to do so would constitute a violation of the
relevant laws or regulations of such jurisdiction.


9 May 2008

                          Recommended cash acquisition

                                       of

                         Expro International Group PLC

                                       by

                             Umbrellastream Limited

 a company formed and ultimately owned by a consortium comprising funds managed
             or advised by Candover Partners Limited, together with
           Goldman Sachs Capital Partners and AlpInvest Partners N.V.

                           Posting of Scheme Document

On 17 April 2008, the Board of Umbrellastream and the Independent Directors of
Expro announced that they had reached agreement on the terms of a recommended
cash acquisition of the entire issued and to be issued share capital of Expro by
Umbrellastream, to be effected by means of a court-sanctioned scheme of
arrangement under part 26 of the Companies Act 2006.

The Board of Expro is pleased to announce that the Scheme Document, which sets
out, amongst other things, the full terms and conditions of the Scheme and an
explanatory statement, together with the action to be taken by Expro
Shareholders, is being posted to Expro Shareholders today. Notices convening the
Court Meeting and the EGM to be held at the offices of JPMorgan Cazenove, 20
Moorgate, London EC2R 6DA on Monday 2 June 2007 at 9.00 a.m. and 9.15 a.m. (or
as soon thereafter as the Court Meeting is concluded or adjourned),
respectively, are contained in the Scheme Document. Subject to the satisfaction
or waiver of the conditions of the Scheme, it is currently expected that the
Scheme will become effective on 26 June 2008.

As part of the announcement of the Acquisition on 17 April 2008, Expro confirmed
that as at that date a party continued to conduct due diligence on Expro. On 18
April 2008, Halliburton Company confirmed that it had been in discussions with
the Board of Expro which may or may not lead to an offer being made for Expro.
Furthermore, Halliburton Company announced that any such offer, if made, would
be solely in cash and at a premium to the price per share proposed to be offered
by Umbrellastream. As at the date of this announcement, Halliburton Company
continues to conduct due diligence on Expro. There can be no certainty that a
formal offer will ultimately be forthcoming from Halliburton Company.

Copies of the Scheme Document are displayed on the Expro website www.expro.co.uk
and are also available for inspection at Freshfields Bruckhaus Deringer LLP, 65
Fleet Street, London EC4Y 1HS.

Unless the context otherwise requires, terms defined in the announcement dated
17 April 2008 have the same meaning in this announcement.

Enquiries:
Candover                                              [phone]
John Arney
Mark Dickinson

Goldman Sachs Capital Partners                        [phone]
Richard Butland
Till Hufnagel

Goldman Sachs International                           [phone]
(financial adviser to Umbrellastream)
Richard Campbell-Breeden
Nimesh Khiroya
Phil Raper (Corporate Broking)

RBC Capital Markets                                   [phone]
(financial adviser to Umbrellastream)
Tim Chapman
Louise Mooney

Tulchan Communications                                [phone]
(PR adviser to Umbrellastream)
Peter Hewer
Susanna Voyle

JPMorgan Cazenove                                     [phone]
(financial adviser to Expro)
Barry Weir
Andrew Truscott
Guy Marks

Weber Shandwick Financial                             [phone]
(PR adviser to Expro)
Nick Oborne
Rachel Taylor

This announcement is not intended to and does not constitute or form part of any
offer to sell or subscribe for or any invitation to purchase or subscribe for
any securities or the solicitation of any vote or approval in any jurisdiction
pursuant to the Acquisition or otherwise.  The Acquisition will be made solely
pursuant to the terms of the Scheme Document, which will contain the full terms
and conditions of the Acquisition, including details of how to vote in respect
of the Acquisition.  Any decision in respect of, or other response to, the
Acquisition should be made only on the basis of the information contained in the
Scheme Document.

This announcement does not constitute a prospectus or prospectus equivalent
document.

The release, publication or distribution of this announcement in jurisdictions
other than the United Kingdom may be restricted by law and therefore any persons
who are subject to the laws of any jurisdiction other than the United Kingdom
should inform themselves about, and observe, any applicable requirements. In
particular, the ability of persons who are not resident in the United Kingdom to
vote their Expro Shares with respect to the Scheme at the Court Meeting, or to
execute and deliver forms of proxy appointing another to vote at the Court
Meeting on their behalf, may be affected by the laws of the relevant
jurisdictions in which they are located.  This announcement has been prepared
for the purpose of complying with English law and the Takeover Code and the
information disclosed may not be the same as that which would have been
disclosed if this announcement had been prepared in accordance with the laws of
jurisdictions outside the United Kingdom.

Copies of this announcement and any formal documentation relating to the
Acquisition are not being, and must not be, directly or indirectly, mailed or
otherwise forwarded, distributed or sent in or into or from any Restricted
Jurisdiction and persons receiving such documents (including custodians,
nominees and trustees) must not mail or otherwise forward, distribute or send it
in or into or from any Restricted Jurisdiction. If the Acquisition is
implemented by way of an offer (unless otherwise determined by Umbrellastream
and the Consortium and permitted by applicable law and regulation), the offer
may not be made directly or indirectly, in or into, or by the use of mails or
any means or instrumentality (including, but not limited to, facsimile, e-mail
or other electronic transmission, telex or telephone) of interstate or foreign
commerce of, or of any facility of a national, state or other securities
exchange of any Restricted Jurisdiction and the offer may not be capable of
acceptance by any such use, means, instrumentality or facilities.

Notice to US investors in Expro: The Acquisition relates to the shares of an
English company and is being made by means of a scheme of arrangement provided
for under English company law. A transaction effected by means of a scheme of
arrangement is not subject to the tender offer rules or the proxy solicitation
rules under the US Exchange Act. Accordingly, the Acquisition is subject to the
disclosure requirements and practices applicable in the United Kingdom to
schemes of arrangement which differ from the disclosure requirements of United
States tender offer and proxy solicitation rules. If, in the future,
Umbrellastream exercises is right to implement the Acquisition by way of a
takeover offer and determines to extend the offer into the United States, the
Acquisition will be made in compliance with applicable United States laws and
regulations. Financial information included in this announcement and the Scheme
Documentation has been or will have been prepared in accordance with accounting
standards applicable in the United Kingdom that may not be comparable to
financial information of US companies or companies whose financial statements
are prepared in accordance with generally accepted accounting principles in the
United States.

It may be difficult for US holders of Expro Shares to enforce their rights and
any claim arising out of the US federal securities laws, since Umbrellastream
and Expro are located in a non-US jurisdiction, and some or all of their
officers and directors may be residents of a non-US jurisdiction. US holders of
Expro Shares may not be able to sue a non-US company or its officers or
directors in a non-US court for violations for the US securities laws. Further,
it may be difficult to compel a non-US company and its affiliates to subject
themselves to a US court's judgement.

Goldman Sachs International, which is authorised and regulated in the UK by the
FSA, is acting exclusively for Umbrellastream and no one else in connection with
the Acquisition and will not be responsible to anyone other than Umbrellastream
for providing the protections afforded to clients of Goldman Sachs International
or for providing advice in relation to the Acquisition or any other matters
referred to in this announcement.

RBC Capital Markets, which is authorised and regulated in the UK by the FSA, is
acting exclusively for Umbrellastream and no one else in connection with the
Acquisition and will not be responsible to anyone other than Umbrellastream for
providing the protections afforded to clients of RBC Capital Markets or for
providing advice in relation to the Acquisition or any other matters referred to
in this announcement.

JPMorgan Cazenove, which is authorised and regulated in the UK by the FSA, is
acting exclusively for Expro and no one else in connection with the Acquisition
and will not be responsible to anyone other than Expro for providing the
protections afforded to clients of JPMorgan Cazenove or for providing advice in
relation to the Acquisition or any other matters referred to in this
announcement.

Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the Takeover Code, if any person is, or
becomes, "interested" (directly or indirectly) in 1 per cent. or more of any
class of "relevant securities" of Expro, all "dealings" in any "relevant
securities" of Expro (including by means of an option in respect of, or a
derivative referenced to, any such "relevant securities") must be publicly
disclosed by no later than 3.30 p.m. (London time) on the London business day
following the date of the relevant transaction.  This requirement will continue
until the date on which the Scheme becomes effective in accordance with its
terms, lapses or is otherwise withdrawn or on which the "offer period" otherwise
ends. If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire an "interest" in "relevant
securities" of Expro, they will be deemed to be a single person for the purpose
of Rule 8.3.

Under the provisions of Rule 8.1 of the Takeover Code, all "dealings" in
"relevant securities" of Expro by Umbrellastream or Expro, or by any of their
respective "associates", must be disclosed by no later than 12.00 noon (London
time) on the London business day following the date of the relevant transaction.

A disclosure table, giving details of the companies in whose "relevant
securities" "dealings" should be disclosed, and the number of such securities in
issue, can be found on the Takeover Panel's website at
www.thetakeoverpanel.org.uk.

"Interests in securities" arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price of
securities.  In particular, a person will be treated as having an "interest" by
virtue of the ownership or control of securities, or by virtue of any option in
respect of, or derivative referenced to, securities.

Terms in quotation marks are defined in the Takeover Code, which can also be
found on the Panel's website.  If you are in any doubt as to whether or not you
are required to disclose a "dealing" under Rule 8, you should consult the Panel.


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