Stmt re Possible Offer BDR's

Ocean Wilsons Holdings Ld
16 April 2007

                         OCEAN WILSONS HOLDINGS LIMITED





'Ocean Wilsons Holdings Limited ('OWHL') announces that, in preparation for the
possible flotation of its Brazilian business on the Luxembourg Stock Exchange
and the Sao Paulo Stock Exchange, its subsidiary, Wilson Sons Limited
('Wilson Sons'), the owner of the Brazilian business, has applied to register
the offering of Brazilian Depositary Receipts (the 'BDRs') with the Brazilian
Securities Commission and to admit its shares to listing on the official list of
the Luxembourg Stock Exchange.



In line with market practice in Brazil, the application includes an indicative
price range of US$ 10 - US$ 13.50 per Wilson Sons share. This implies a Wilson
Sons market capitalisation of between approximately US$ 710 million and US$ 960
million and a value for OWHL's current holding at between approximately US$ 600
million and US$ 810 million (after taking into account the new Wilson Sons
shares that may be issued for cash, with proceeds of between approximately US$
110 million and US$ 150 million to be retained by Wilson Sons).



This compares with the implied value for Wilson Sons of approximately US $490
million based on the OWHL closing share price of 28 March 2007, the latest
practicable date prior to the publication of the circular to shareholders
convening a Special General Meeting of OWHL to be held on 19 April at which,
amongst other matters, shareholders are to be asked to approve the possible
flotation.



It must be stressed that no final decision has been taken whether or not to
proceed with the IPO, as to the price at which shares in Wilson Sons and BDRs
may be offered for sale or as to the number of shares in Wilson Sons that may be
offered for sale by OWHL. OWHL expects to make a further announcement as to
whether the IPO is to proceed, with, if so, details of the offer price and other
relevant information, before the end of the month.'





'This announcement and the information contained herein are not for publication,
distribution or release in, or into, the United States, Canada, Australia or
Japan. No prospectus will be prepared with any regulations made in
implementation of the Prospectus Directive (2003/71/EC) and the Wilson Sons
Shares and BDRs may not be offered to the public in the EEA, absent an exemption
from the requirement to prepare a prospectus. The Wilson Sons Shares and BDRs
have not been and will not be registered under the US Securities Act 1933 (as
amended) ('Securities Act') and may not be offered or sold (a) in the United
States absent registration or an applicable exemption from registration
requirements under the Securities Act, or (b) in any other jurisdiction in which
such offer or sale is prohibited. This announcement shall not constitute an
offer to sell nor the solicitation of an offer to buy the Wilson Sons Shares or
BDRs.'


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