Proposed Acquisition -Replace

Mavinwood PLC
01 June 2005


This announcement replaces RNS No. 9699M released on 1 June April 2005 at
7.00am.

The reference to an 'Open Offer' in the paragraph headed 'Extraordinary General
Meeting' was made in error and should have been omitted.

The full correct amended announcement is shown below.

                                  Mavinwood Plc
                         ('Mavinwood' or 'the Company')

                 Proposed Acquisition of Ansa Holdings Limited

      Proposed Placing of 250,000,000 New Ordinary Shares at 8p per share

                          Admission to trading on AIM

                        Notice of Extraordinary Meeting

The Board of Mavinwood announces that it has conditionally agreed to acquire
Ansa Holdings Limited ('Ansa'), a market leader in the insurance claims
management sector, offering drainage services to a wide range of UK insurance
companies. The acquisition constitutes a reverse takeover under the AIM Rules
and, as such, requires the approval of Shareholders, to be sought at an EGM of
the Company on 29 June 2005.

The Company also proposes to raise £20 million (before expenses) by means of a
Placing of 250,000,000 new Ordinary Shares at 8p per share ('the Issue Price').
Geraldton Services Inc. ('Geraldton'), which currently has a beneficial interest
in 65.6 per cent. of the issued share capital of the Company and of which Lord
Ashcroft KCMG is the ultimate beneficial owner, has agreed to underwrite the
Placing, which is conditional, inter alia, on the passing of the resolutions at
the EGM ('Resolutions') and on admission of the Company to AIM ('Admission').

Background

Mavinwood was admitted to trading on AIM on 5 November 2004 as a company
established for the purpose of acquiring, or making investments in, companies or
businesses involved primarily in the support services sector, which are
considered by the Directors to have the potential to create substantial
shareholder value. The Company's first acquisition, of ReStore Limited, a
document storage and record management company, was completed on 11 May 2005.
The acquisition of Ansa will be Mavinwood's second and the Directors believe
that it represents a good opportunity to diversify the activities and improve
the profitability and performance of the Mavinwood Group. The Company is also in
discussions which may lead to further acquisitions in due course, pursuant to
its strategy of building a market-leading UK support services group.


Information on Ansa

Ansa was established in 1981 as a regional family business offering drainage
services. It became a specialist in insurance claims handling in 2000 and has
subsequently developed IT systems and processes to service insurance related
drainage claims. Ansa identifies valid insurance claims, arranges for a survey
of a site and recommends necessary repairs, which may be undertaken either by
Ansa's in-house contractors or by one of its UK network of accredited
sub-contractors. Ansa also provides health and safety training for its staff and
for external corporate clients at two sites in the North West of England.

The audited financial results of Ansa for the three years ended 31 December
2002, 2003 and 2004 are summarised below:

                                                   2004        2003       2002
                                                  £'000       £'000      £'000

Turnover                                         15,776      10,489      6,153
EBITA (Earnings before interest, taxation and
goodwill amortisation and exceptional items)        999         545        451

Principal terms of the Acquisition

The Company has conditionally agreed to purchase the entire issued share capital
of Ansa from the vendors for an aggregate consideration of approximately
£17,387,000 which will be satisfied as to approximately £14,547,000 in cash, as
to approximately £1,852,000 by the issue of consideration shares and the balance
of approximately £988,000 by the issue of consideration loan notes. In addition,
the Company has agreed to procure that the Ansa Group repays on completion
certain indebtedness amounting in aggregate to approximately £7,613,000. Debt
funding has been provided to Mavinwood by Allied Irish Bank.

The Acquisition Agreement is conditional, inter alia, on the passing of the
Resolutions at the EGM and on Admission.

Extraordinary General Meeting

The Placing is conditional, inter alia, on the approval of Shareholders which is
to be sought at an EGM convened for 11.00 a.m. on 29 June 2005. At this meeting
ordinary resolutions will be proposed to:

 1. approve the Acquisition; and
 2. authorise the Directors pursuant to section 80 of the Companies Act 1985 (as
    amended) to allot up to 440,000,000 ordinary shares

and a special resolution will be proposed to disapply statutory pre-emption
rights of Shareholders in accordance with section 95 of the Companies Act 1985
in relation to the New Ordinary Shares to be issued in connection with the
Placing, the issue of Ordinary Shares in connection with rights issues and other
pre-emptive issues, the grant of LTIP awards to Philip Reid and otherwise in
relation to the issue of up to 67,000,000 Ordinary Shares.

Commenting on the proposed acquisition, Chief Executive Kevin Mahoney said:

'One of our strategic priorities was an acquisition in the emergency services
and repairs sector. Ansa is a proven business with an excellent reputation for
servicing insurance related drainage claims. The opportunities for further
growth are enormous. The market for UK emergency unblocking, repair and
rebuilding of drains in 2004 is estimated at £490 million and growing fast. Ansa
is well positioned to grow its share of the market and I am delighted we have
made this acquisition.'

Further details of the proposed acquisition and Placing are contained in the
admission document that will today be sent to all shareholders and will be
available for one month from the offices of Seymour Pierce, Bucklersbury House,
3 Queen Victoria Street, London EC4N 8EL.

Contacts:

Kevin Mahoney, Chief Executive              020 7661 9650

Michael Vincent, Finance Director           020 7661 9651

John Coles, Weber Shandwick                 020 7067 0749

Louise Carpenter, Seymour Pierce Limited:   020 7107 8000



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