Flow Signs Option Agreement to Acquire OMAX Corporation

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Flow Signs Option Agreement to Acquire OMAX Corporation
    KENT, Wash., Dec. 5 /PRNewswire-FirstCall/ -- Flow International
Corporation (Nasdaq: FLOW), the world's leading developer and manufacturer
of industrial waterjet machines used for cutting and cleaning applications
around the world, announced that it has signed an exclusive option
agreement to negotiate the acquisition of OMAX Corporation. OMAX is a Kent,
WA-based privately held provider of precision-engineered,
computer-controlled, abrasive waterjet systems. Under the terms of the
agreement, Flow and OMAX will work to negotiate a definitive agreement for
Flow to acquire OMAX. Upon closing, Flow would pay approximately $109
million in cash and stock (including the amounts paid for the option
agreement) with the potential for a contingent earn-out in two years of up
to $26 million in either stock or cash at Flow's option. A transaction to
combine the two companies is subject to completion of all due diligence,
execution of a definitive agreement, Hart-Scott-Rodino anti-trust
clearance, and customary closing conditions.

    "We believe a combination of the two companies presents a unique
opportunity to enhance the global growth of waterjet solutions, which
represent a relatively small but rapidly growing part of the overall market
for cutting solutions," said Charley Brown, Flow's President and Chief
Executive Officer. "While there are many synergies that make this merger a
natural fit between waterjet pioneers, each company brings a unique set of
intellectual property, engineering strength, and market focus, including
OMAX's unique distribution channels worldwide, that makes this accretive
combination so financially compelling and operationally attractive."

    Dr. John Cheung, Chairman of OMAX, commented, "Our two companies share
similar histories, passion, vision, and are quite literally neighbors in
Kent. Together I believe we will be better able to foster the innovation
necessary to continue introducing the superiority of the waterjet to a
large and growing marketplace."

    Assuming that a definitive agreement is reached and regulatory approval
is received, the transaction would be expected to close in approximately
six months. Upon closing, all litigation between Flow and OMAX would be
settled.

    Conference Call

    Flow plans to hold a conference call to discuss this announcement,
along with the results of its 2008 second fiscal quarter, on Thursday,
December 6 at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time). The
conference call may be heard by dialing 1-303-262-2190. A 48-hour replay
will be available following the call by dialing 1-303-590-3000; the replay
passcode is 11103718. A live audio Webcast of the conference call may be
found in the investor section at http://www.flowcorp.com. A Webcast replay
of the call will also be available for two weeks.

    About Flow International

    Flow International Corporation is the world's leading developer and
manufacturer of ultrahigh-pressure waterjet cutting technology to
industries including automotive, aerospace, job shop, surface preparation,
and more. For more information, visit http://www.flowcorp.com.

    This press release contains forward-looking statements relating to
future events or future financial performance that involve risks and
uncertainties. The words "believe," "expect," "intend," "anticipate,"
variations of such words, and similar expressions identify forward-looking
statements but their absence does not mean that the statement is not
forward-looking. These statements are only predictions and actual results
could differ materially from those anticipated in these statements based on
a number of risk factors, including those set forth in the April 30, 2007
Flow International Corporation Form 10-K Report filed with the Securities
and Exchange Commission. Forward-looking statements in this press release
include, without limitation, statements regarding growth of the waterjet
and cutting markets, accretion resulting from the transaction, the
financial and operational effect of the transaction, and continuing
innovation. Readers are cautioned not to place undue reliance on these
forward-looking statements that speak only as of the date of this
announcement.



     Contact:
     Flow Investor Relations
     Geoffrey Buscher
     253-813-3286
     investors@flowcorp.com

     Flow Media Relations
     Lisa Brandli
     425-653-1237
     lbrandli@flowcorp.com
SOURCE Flow International Corporation
http://www.flowcorp.com
CONTACT:
Flow Investor Relations, +1-253-813-3286