Acquisition

RNS Number:2339I
Sinclair (William) Holdings PLC
04 March 2003



For Immediate Release                                              4 March 2003


                         WILLIAM SINCLAIR HOLDINGS plc

    ACQUISITION OF 50 PER CENT OF FREELAND HORTICULTURE LIMITED ("FREELAND")

William Sinclair Holdings plc through it's subsidiary, William Sinclair
Horticulture Limited, ("Group") has today acquired 50 per cent of the share
capital of Freeland for a total cash consideration of #1.2m. Freeland
specialises in the sourcing and supply of composted green waste to both the
horticultural and landscape markets.

#0.6m of the total consideration of #1.2m was paid today, at completion, with
the balance being payable on 31 August 2003. The Group has an option to acquire
the remaining 50 per cent of Freeland's share capital between 1 January 2008 and
31 December 2010 at a price based on a multiple of five times 50 per cent of the
average of the post tax profits, subject to certain adjustments, of Freeland as
shown by the audited statutory accounts for the two financial years ending
immediately prior to the date the option is exercised.

A trading relationship currently exists between Freeland and the Group relating
to green waste, a product supplied to the horticultural market. This is
purchased from Freeland and is used in a range of peat reduced products
(alongside peat) thereby conserving the Groups finite peat resource for products
where no alternative to peat currently exists. This trading relationship will be
strengthened following the acquisition.

Freeland commenced trading in October 2000 and in the year to 30 June 2002
reported a profit before taxation of #0.1m on turnover of #1.1m. The net assets
being acquired as shown by the audited statutory accounts to 30 June 2002 are
#39,000. The Managing Director, and founder, of Freeland is being retained under
the terms of a long-term service agreement.

The cash being used to fund the acquisition is being generated from current year
cash flow and working capital improvements.

The acquisition is expected to be earnings neutral during the current financial
year, after goodwill amortisation, and earnings enhancing thereafter.

Enquiries

Peter Barton                                          Tel: [phone]
Chairman

Steve Rowland                                         Tel: [phone]
Finance Director

Richard Welton                                        Tel: [phone]
Arbuthnot Securities Limited


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