8th Oct 2007 15:30
Royal Bank of Scotland Group PLC08 October 2007 8 October 2007 - Fortis, RBS and Santander Update on Acceptances of ABN AMROOrdinary Shares Fortis, RBS, Santander (collectively the "Banks") and RFS Holdings announce,thus far, 1,590,339,614 ABN AMRO ordinary shares (including shares underlying35,341,532 ABN AMRO ADSs) have been tendered under the Offer or will becontributed by the Banks to RFS Holdings. These represent approximately 86% ofABN AMRO ordinary shares. The minimum acceptance condition to the Offer has been satisfied. The Banks expect to make an announcement on whether or not the Offer will bedeclared unconditional on or before Friday 12 October 2007. As at the expiration of the Offer Period, 7,087,442 ABN AMRO ADSs (included inthe figures above) are subject to notice of guaranteed delivery period in theUnited States and have been excluded in determining satisfaction of the minimumacceptance condition. The notice of guaranteed delivery period in the UnitedStates is scheduled to occur at 3:00 pm (Amsterdam time) / 9:00 am (New YorkCity time) on Wednesday, 10 October 2007. 20,745 Formerly Convertible Preference Shares have been tendered to RFSHoldings. -------------------------------------------------------------------------------- Important information: This announcement is made pursuant to article 9b(1) of the Dutch Decree on theSupervision of the Securities Trade 1995. In connection with the offer for ABN AMRO, RBS has filed with the U.S.Securities and Exchange Commission (the "SEC") a Registration Statement on FormF-4, which includes the U.S. offer document, and the Banks have filed with theSEC a Tender Offer Statement on Schedule TO and other relevant materials.INVESTORS ARE URGED TO READ ANY DOCUMENTS REGARDING THE OFFER BECAUSE THEYCONTAIN IMPORTANT INFORMATION. Investors may obtain a copy of such documentswithout charge, at the SEC's website (http://www.sec.gov). Copies of alldocuments filed in connection with the offer may also be obtained from eachBank, without charge. The Offer Period expired at 3:00 pm (Amsterdam time) / 9:00 am (New York City time) on Friday, 5 October 2007, unless extended. Anyextension will be announced via press release in the Netherlands and the UnitedStates. This communication shall not constitute an offer to sell or the solicitation ofan offer to buy any securities, nor shall there be any sale of securities in anyjurisdiction in which such offer, solicitation or sale would be unlawful priorto registration or qualification under the securities laws of any suchjurisdiction. This press release is not an offer of securities for sale into theUnited States. No offering of securities shall be made in the United Statesexcept pursuant to registration under the U.S. Securities Act of 1933, asamended, or an exemption therefrom. Forward-Looking Statements This announcement includes certain "forward-looking statements". Thesestatements are based on the current expectations of the Banks and are naturallysubject to uncertainty and changes in certain circumstances. Forward-lookingstatements include any synergy statements and, without limitation, otherstatements typically containing words such as "intends", "expects", "anticipates", "targets", "plans", "estimates" and words of similar import. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future.There are a number of factors that could cause actual results and developmentsto differ materially from those expressed or implied by such forward-lookingstatements. These factors include, but are not limited to, the presence of acompetitive offer for ABN AMRO, whether the Banks and ABN AMRO enter into anydefinitive agreement with respect to the potential acquisition of ABN AMRO,satisfaction of any conditions to the offer, including the receipt of requiredregulatory and anti-trust approvals, the successful completion of the offer orany subsequent compulsory acquisition procedure, the anticipated benefits of theoffer (including anticipated synergies) not being realized, the separation andintegration of ABN AMRO and its assets among the Banks being materially delayedor more costly or difficult than expected, as well as additional factors, suchas changes in economic conditions, changes in the regulatory environment,fluctuations in interest and exchange rates, the outcome of litigation andgovernment actions. Other unknown or unpredictable factors could cause actualresults to differ materially from those in the forward-looking statements. Noneof the Banks undertake any obligation to update publicly or reviseforward-looking statements, whether as a result of new information, futureevents or otherwise, except to the extent legally required. -------------------------------------------------------------------------------- Fortis N.V., Archimedeslaan 6, 3584 BA Utrecht, Netherlands; Fortis S.A./N.V.,Rue Royale 20, 1000 Brussels, Belgium The Royal Bank of Scotland Group plc, Head Office, Gogarburn, Edinburgh EH121HQ, UK. Registered Office, 36 St Andrew Square, Edinburgh EH2 2YB. Registeredin Scotland No 45551 Banco Santander, S.A., Ciudad Grupo Santander, Avenida de Cantabria, s/n, 28660Boadilla del Monte, Madrid, Spain This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
RBS.LBanco Santander