Papendrecht, 7 December 2009
Royal Boskalis Westminster N.V. (Boskalis) announces that good progress is being made in the preparations for the merger with Smit Internationale N.V. (Smit), which was communicated in a joint press release on 12 November 2009. The due diligence is progressing well and the intention remains to realize the merger through an all-cash public offer of EUR 60 (cum dividend) for all outstanding shares in Smit.
Outcome EGM
At the Extraordinary General Meeting of Shareholders of Boskalis earlier today, shareholders approved the issue of ordinary shares up to a maximum of 20 per cent of the number of currently issued shares, excluding any preemptive rights. To (partly) finance the public offer, Boskalis intends to place a share issue up to an amount of EUR 200 million to EUR 230 million.
Next Steps
Boskalis and Smit have started preparations for filing with the competition authorities and have informed the relevant works councils and unions of the intended public offer. Boskalis intends to apply for approval of the offering memorandum with the Netherlands Authority for the Financial Markets (Autoriteit Financiële Markten) as soon as possible but no later than 4 February 2010.
This is a public announcement by Royal Boskalis Westminster N.V. as referred to in Section 7 paragraph 1 of the Public Offers Decree (Besluit Openbare Biedingen Wft). This announcement is not to be published or distributed in or to the United States of America, Japan, Australia or Canada. This announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities in Smit Internationale N.V.
This is an English translation of the Dutch press release. In the event of any disparity between the Dutch original and this translation, the Dutch text will prevail.
Royal Boskalis Westminster N.V. is a leading global services provider operating in the dredging, maritime infrastructure and maritime services sectors. We provide creative and innovative all-round solutions to infrastructural challenges in the maritime, coastal and delta regions of the world including the construction and maintenance of ports and waterways, land reclamation, coastal defense and riverbank protection. The company holds important home market positions in and outside of Europe and targets all market segments in the dredging industry. It also has positions in strategic partnerships in the Middle East (Archirodon) and in offshore services (Lamnalco). Boskalis has a versatile fleet of over 300 units and operates in over 50 countries across five continents. Including its share in partnerships, Boskalis has approximately 10,000 employees.
For further information please contact:
Martijn L.D. Schuttevâer
Director of Investor Relations & Corporate Communications
Telephone: +31 78 69 69 822 / +31 6 200 10 232
Telefax: +31 78 69 69 020
E-mail: m.l.schuttevaer@boskalis.nl
This press release can also be found on our website www.boskalis.com
