Syndication of credit facilities

Invensys announces the successful syndication of its £700m New Senior Credit Facilities which are part of the 2006 Refinancing announced on 25 May 2006.

The syndication process resulted in an oversubscription on average of almost three times over the different tranches of the New Senior Credit Facilities. The Underwriters of the New Senior Credit Facilities, comprising Banc of America Securities Limited, Deutsche Bank AG, HSBC Bank plc, Lloyds TSB Bank plc, Morgan Stanley Bank International Limited and The Royal Bank of Scotland plc, have accordingly agreed to a reduction in the margin on certain tranches of the New Senior Credit Facilities following this successful syndication.

The margin on the Term Loan and Bonding Tranches denominated in US Dollars is reduced by 0.25% to 2.00%. The margin on the Term Loan denominated in euro is reduced by 0.125% to 2.375%. The margin on the funded Bonding Tranches denominated in euro and sterling is reduced by 0.125% to 2.125%. This reduction in margin will result in annual savings of approximately £700,000.

The reduction in margin is expected to be effective from 3rd August 2006, by which time the syndication will have been fully executed.

Definitions used in the Prospectus dated 25 May 2006 shall have the same meanings when used in this announcement, unless the context requires otherwise.

For further information please contact:

Invensys plc
Steve Devany +44 (0) 20 7821 3758

Maitland
Emma Burdett / Michelle Jeffery +44 (0) 20 7379 5151