The Board of Management and the Supervisory Board of Royal Volker Wessels Stevin NV announce that Mr. D. Wessels has in a letter dated 12 March 2003 indicated that his family is considering a public offer for all the (depository receipts for) outstanding ordinary shares in the share capital of VolkerWessels through a company incorporated in the Netherlands.
The letter from Mr. Wessels mentions an offer price of EUR 21 for each (depositary receipt for) share (cum dividend) and states it is the intention that there will be no changes in VolkerWessels activities and that the identity of VolkerWessels will be safeguarded. This also means that the existing 'structuurregime' (governance structure) will be maintained and that there will be no changes in the composition of the Board of Management and the Supervisory Board of VolkerWessels. The letter further includes the condition that both the Board of Management and the Supervisory Board of VolkerWessels must support the offer.
The Board of Management and the Supervisory Board are favourably disposed to the offer and the statements of position expressed by the Wessels family and will contemplate the offer by the Wessels family in their position and responsibility towards all stakeholders in VolkerWessels. VolkerWessels expects to be able to make further announcements by 24 March 2003 latest. The company is being advised by Kempen & Co. The Supervisory Board has appointed its own financial and legal advisors.
By mutual agreement, it has been decided that Mr. D. Wessels will suspend his role as member of the Board of Management and will not take part in the deliberations of the Management Board in the period that the negotiations with respect to the offer are ongoing. He will however continue to fulfil his operational responsibilities.