Final Results

TNT N.V. TPG improves operating margins across the board Full year dividend lifted to 57 cents, up from 48 cents last year* Q4 Highlights -- Express reaches 10% operating margin for the first time -- Logistics lifts margin to 4.1%, helped by standardisation programme -- Wilson acquisition driving Logistics revenue growth; integration on track -- Higher growth in European Mail Networks -- Strong margin in Mail Full Year Highlights -- Strong operating cashflow and net income growth -- Full year dividend lifted to 57 cents, up from 48 cents last year* *Subject to approval by the AGM Key numbers Q4 2004 Q4 2003% Change FY 2004 FY 2003 % Change EUR mil EUR mil EUR mil EUR mil Revenues 3,615 3,184 13.5% 12,635 11,866 6.5% Operating income (EBIT) 349 276 26.4% 1,174 767 53.1% Net income 191 105 81.9% 667 300 122.3% Operating cashflow 238 262 -9.2% 1,000 937 6.7% Earnings per share (EUR cents) 40.7 22.1 84.2% 140.9 63.1 123.3% Dividend per share (EUR cents)* 37.0 30.0 23.3% 57.0 48.0 18.8% ------------------------------------ -------------------------- -------------------------- *Proposed final dividend. Interim dividend EUR 0.20 per share Operating margin Q4 2004 Q4 2003 FY 2004 FY 2003 Mail 22.2% 21.6% 22.2% 20.9% Express 10.0% 9.7% 7.9% 6.5% Logistics 4.1% -1.8% 3.7% 0.6% Logistics underlying* 4.1% 2.4% 3.7% 2.8% ------------------------------------ ----------------- ---------------- *Before one-off costs in 2003: EUR 42 million in Q4 and EUR 79 million in FY CEO Peter Bakker: 'In 2004, we have not only seen good progress in our Mail, Express and Logistics businesses, which all managed to increase their margins, but we have also made significant strides towards a great future under the strong TNT brand-name, which has now been chosen as the flag we sail under in all markets and geographies. The successful turnaround of Logistics in 2004 has continued in the fourth quarter and with the acquisition of Wilson, freight management has been added to our portfolio of services. In Mail, the prospects of real penetration into new markets is improving with strong growth in European Mail Networks. Express continues to improve, reaching a new record margin of 10% in the quarter. Let me conclude by paying a big compliment to all of my colleagues in the group, and particularly to my 60,000 Mail Netherlands colleagues who, despite the organisational changes, have managed to lift the quality of overnight delivery to a record 96.5 percent.' Group overview TPG finished the year with a Q4 revenue growth of 13.5% and a 26.4% increase in operating income. Most of the operating trends of the first three quarters continued: Express delivered a new record margin; Mail put in a solid performance, with a strong revenue increase in EMN; and Logistics improved margin on a modest revenue growth. Review of operations Mail revenues grew by 3.7% in the quarter helped by an increased number of working days. Mail Netherlands made good progress with Cost Flexibility, adding a further EUR 14 million of savings, and delivery quality reached the record level of 96.5%. Adjusted for the day-count effect, domestic mail volume declines remained below 1% and the direct mail volume decline was at the most modest level this year. Revenue growth in EMN increased to a day-count adjusted level of 20% with good progress in the addressed business. Data & Document Management reversed the recent revenue declines, benefiting from the new call-centre joint-venture, while Cross Border remained subdued. The 22.2% operating margin did include positive one-off payroll related items, which brought the full year result to the top of our estimates. Express revenues were up 15%, with good performance in all operating units. Growth was fastest in Eastern Europe, where the division is investing in new facilities and line haul routes, and in China and the Middle East. In the more mature markets, international volumes and further development of special services helped to ensure that revenue momentum was maintained. Revenue yield was positive and cost control remained tight. The quarterly operating margin reached 10%, which represents a milestone towards the division's full year target of 10% in 2007. Logistics revenue growth of 22.4% was driven mostly by the Wilson acquisition; organic growth was 3.4%. The recovery in the US market made further significant progress based on business development with existing automotive customers - growth was 16.9%. France and Italy saw planned organic revenue declines, but these were more than offset by growth in Germany and the UK. Organic growth in the rest of the world was 5.3%, impacted by the slowdown in China automotive. The margin improvement, which is mostly attributed to the success of the Transformation though Standardisation (TtS) programme, entered its fourth quarter with a 1.7 percentage point underlying improvement over last year. Financial review Net income of EUR 191 million in the quarter was 81.9% higher than last year. Last year's amount included one-off costs of EUR 85 million in respect of tax and TtS. Non allocated costs were EUR 35 million, up from last year's EUR 5 million, due to our investment in China and higher corporate costs. This quarter, the effective tax rate was 42.8% (39.0% full year). It was affected by net non-recurring tax items of EUR 25 million. Net financial expense of EUR 17 million, EUR 5 million lower than last year, benefited from the lower average net debt. The operating cashflow of EUR 238 million in the quarter was EUR 24 million lower than last year. The full year cashflow of EUR 1 billion represented an increase of 6.7%. Net income was EUR 667 million for the full year, a 122.3% increase on last year. Adding back the one-off TtS and tax costs in 2003, the increase was 12.7%. On 5 January 2005, TPG completed the repurchase of 13.1 million shares from the Dutch State. This brought the total amount of the two tranche repurchase to 20.7 million shares. These shares will be cancelled, subject to shareholder approval. On 27 April 2005, we plan to provide further information on the conversion of our numbers resulting from IFRS implementation. Strategic progress In January 2005, TPG announced its plans to operate all mail, express and logistics activities under one global brand - TNT. The move is aimed at strengthening the group's international brand recognition, and it symbolises the growing cohesion between the three divisions under the TNT1 initiative. The Dutch mail activities will undergo the biggest brand change, which will start in 2006, with the roll out of the orange livery. The group's statutory name change to TNT NV requires shareholder approval, which we will request at the annual shareholder meeting on 7 April 2005. TPG1, now called TNT1, gained traction in Q4 with several projects firmly entering implementation phase. The Procurement team moved ahead with 'Wave 1' of their savings categories and the Key Account Management team started piloting their new methodology with selected customer groups. In Information Communication Systems, harmonisation of intranet platforms commenced and, in Strategic HR, our first global talent review got underway. European mail consolidation took a concrete step forward as 25% of the equity of Danish Post was tendered for sale. TPG placed a non-binding offer and awaits the outcome. Prospects For 2005, in Mail, we expect stable revenues, with growth in EMN countering the declines in the addressed Dutch mail volumes. With higher pension costs, we expect some softening of the margin performance from the high level achieved in 2004. In Express, we expect high single digit revenue growth and a steady margin development towards the 10% in 2007 target that we announced last year. Revenue growth in Logistics is expected to be in the high teens, thanks largely to the Wilson acquisition, and organic growth will be low single digit. We expect standardisation to drive further operating improvements in contract logistics. In freight management, integration costs will exceed synergies in this first full year of acquisition. Significant events in 4th Quarter 2004 ------------------------------------------------ 4 October Completion of first tranche of share repurchase. ------------------------------------------------ 8 November LG, Korean electronics giant, renewed logistics contract with TNT Italy ------------------------------------------------ 11 November TPG acquired remaining 50% of Höfinger mail business in Germany ------------------------------------------------ 25 November Opening of TNT China University in Shanghai ------------------------------------------------ GM Holden renewed and expands 3 December logistics contract with TNT Australia ------------------------------------------------ 16 December Parliamentary support given for Dutch Postal Vision ------------------------------------------------ Significant events after 4th Quarter 2004 ------------------------------------------------ 5 January Completion of second tranche of share repurchase. ------------------------------------------------ 14 January Announced one global brand for all activities: TNT ------------------------------------------------ First contract wins based on UK 18 January downstream access agreement announced ------------------------------------------------ Fourth Quarter Summary Fourth Quarter Results Group Summary Q4 2004 Q4 2003 % Change EUR mil Operational FX Total Revenues 3,615 3,184 14.6% -1.1% 13.5% EBITA 389 315 23.8% -0.3% 23.5% Operating income (EBIT) 349 276 26.8% -0.4% 26.4% Net income 191 105 81.0% 0.9% 81.9% Divisional EBITA Summary Q4 2004 Q4 2003 % Change EUR mil Operational FX Total Mail 242 227 6.6% 0.0% 6.6% Express 132 111 18.9% 0.0% 18.9% Logistics* 50 (18) 372.2% 5.6% 377.8% -------------------- Earnings from operations 424 320 32.8% -0.3% 32.5% Non allocated (35) (5) -------------------- Total 389 315 23.8% -0.3% 23.5% ----------------------------------- -------------------- --------------------------- *2003 includes EUR 42 million of one-off costs, pre-tax Divisional Operating Income (EBIT) Q4 2004 Q4 2003 Summary EBITA Goodwill EBIT EBITA Goodwill EBIT EUR mil amortisation amortisation Mail 242 (9) 233 227 (9) 218 Express 132 (13) 119 111 (14) 97 Logistics 50 (19) 31 (18) (16) (34) Non allocated (35) 1 (34) (5) 0 (5) ------------------------ ------------------------ Total 389 (40) 349 315 (39) 276 ---------------------------------- ------------------------ ------------------------ Full Year Results Group Summary FY 2004 FY 2003 % Change EUR mil Operational FX Total Revenues 12,635 11,866 7.0% -0.5% 6.5% EBITA 1,320 1,101 20.3% -0.4% 19.9% Operating income (EBIT) 1,174 767 53.3% -0.2% 53.1% Net income 667 300 121.7% 0.6% 122.3% Divisional EBITA Summary FY 2004 FY 2003 % Change EUR mil Operational FX Total Mail 865 820 5.5% 0.0% 5.5% Express 373 276 35.5% -0.4% 35.1% Logistics* 153 24 550.0% -12.5% 537.5% -------------------- Earnings from operations 1,391 1,120 24.6% -0.4% 24.2% Non allocated (71) (19) -------------------- Total 1,320 1,101 20.3% -0.4% 19.9% ----------------------------------- -------------------- --------------------------- *2003 includes EUR79 million of one-off costs, pre-tax Divisional Operating Income (EBIT) FY 2004 FY 2003 Summary EBITA Goodwill EBIT EBITA Goodwill EBIT EURmil amortisation amortisation Mail 865 (32) 833 820 (54) 766 Express 373 (51) 322 276 (53) 223 Logistics 153 (63) 90 24 (227) (203) Non allocated (71) 0 (71) (19) 0 (19) ------------------------- ------------------------ Total 1,320 (146)1,174 1,101 (334) 767 ---------------------------------- ------------------------- ------------------------ Business Highlights - Mail -- Higher growth in EMN -- Strong margin in Mail -- Cost Flexibility programme reaches EUR 145 million of savings Mail Summary Q4 2004 Q4 2003 % Change FY 2004 FY 2003 % Change EUR mil EUR mil EUR mil EUR mil Revenues 1,091 1,052 3.7% 3,900 3,915 -0.4% EBITA 242 227 6.6% 865 820 5.5% Operating margin 22.2% 21.6% 22.2% 20.9% -------------------------- ---------------------------------- ---------------------------------- Mail finished the year with a 22.2% Q4 margin. The full year number, also 22.2%, was at the top end of our estimates due to a EUR 25 million of one-off benefit. This arose mainly from the winding up of wage guarantee arrangements and the establishment of new measures to stimulate staff attrition, in support of the Cost Flexibility programme. The expected volume declines in Mail Netherlands in Q4 continued to be offset by good progress on Cost Flexibility, which had delivered EUR 145 million of savings by the year end. At the year-end, 151 of the planned total of 286 sequence sorting machines were in operation, automatically sorting mail to the level of house number, with over 5,300 of the new style mail deliverers deployed. Next day delivery quality reached 96.5% for the full year, an improvement on last year. Revenue growth at 3.7% was driven by an increased number of working days. The underlying trend was a 1.6% decline. European Mail Networks picked up significantly. Revenue Analysis Q4 2004 Q4 2003 % Change % Change Fourth Quarter EUR mil EUR mil Organic Acq FX Mail Netherlands 738 731 1.0% 1.0% 0.0% 0.0% Cross Border 154 155 -0.6% 0.0% 0.0% -0.6% European Mail Networks 137 112 22.3% 24.1% -1.8% 0.0% Data & Document Management 62 54 14.8% 5.5% 9.3% 0.0% Mail 1,091 1,052 3.7% 3.5% 0.3% -0.1% --------------------------- ---------------------------------- ---------------------------------- Revenue Analysis FY 2004 FY 2003 % Change % Change Full Year EUR mil EUR mil Organic Acq FX Mail Netherlands 2,660 2,698 -1.4% -0.8% -0.6% 0.0% Cross Border 551 602 -8.5% -7.5% 0.0% -1.0% European Mail Networks 475 409 16.1% 15.8% -0.2% 0.5% Data & Document Management 214 206 3.9% -1.9% 5.3% 0.5% Mail 3,900 3,915 -0.4% -0.1% -0.2% -0.1% --------------------------- ---------------------------------- ---------------------------------- Mail Netherlands organic revenues grew by 1%, with addressed mail volumes up 3.4%. Adjusted for the greater number of working days in 2004, volumes declined by an underlying 2.7%, which was in line with the first three quarters. Remaining with the underlying numbers, addressed domestic mail volumes were 0.9% lower, so Q4 became the fourth consecutive quarter in which the decline was below 1%. An increase in consumer letters offset some of the shortfall. Addressed direct mail showed the lowest quarterly decline of the year at 5.5%, with lost volumes going to competitor networks and other media or items simply not being sent due to economic conditions. However, unaddressed revenues continued to grow strongly, this time by a third. Cross Border revenues were broadly flat, or 6.5% down after adjusting for the day-count. This continued the trend of recent quarters, with competitive pressure and contract rationalisation damping top line performance. European Mail Networks grew 24.1% organically, or 19.9% after adjusting for the day-count. This was higher growth than in the third quarter. Italy grew strongest, with good performances from addressed, unaddressed and mail-related activities. In the UK, the addressed business expanded with the addition of five new important contracts, including delivery of Sky transaction and other mail. In Germany, revenues in the addressed mail business almost trebled. Unaddressed activity in that market remained challenging due to competitive pressures. Data & Document Management revenue growth was mainly acquisition driven, stemming from the TPG-Essent call-centre joint venture in The Netherlands. Total organic growth was 5.5%, or 3.2% after adjusting for the day-count. Business Highlights - Express -- Quarterly margin reaches 10% for the first time -- International volumes and special services lead the growth in Europe -- China and Middle East continue strong double digit growth Express Summary Q4 2004 Q4 2003 % Change FY 2004 FY 2003 % Change EUR mil EUR mil EUR mil EUR mil Revenues 1,318 1,146 15.0% 4,696 4,251 10.5% EBITA 132 111 18.9% 373 276 35.1% Operating margin 10.0% 9.7% 7.9% 6.5% -------------------------- ---------------------------------- ---------------------------------- Organic revenues grew by 16.1% in Q4, helped by the working day count, but driven by volume development and revenue yield, which was positive for the 21st consecutive quarter. International (i.e. cross-border) grew at almost twice the rate of domestic revenues reflecting relative health of global trade compared with the domestic economies in our key European markets. The positive revenue development combined with tight cost management pushed the margin ahead by 30 basis points compared with the same quarter last year. The division achieved a full year operating margin of almost 8%, which represented another record result and a milestone towards the 10% in 2007 target. Revenue Analysis Q4 2004 Q4 2003 % Change % Change Fourth Quarter EUR mil EUR mil Organic Acq FX Express Europe 1,064 926 14.9% 15.1% 0.0% -0.2% Express ROW 254 220 15.5% 20.5% 0.0% -5.0% Express 1,318 1,146 15.0% 16.1% 0.0% -1.1% -------------------------- ---------------------------------- ---------------------------------- Revenue Analysis FY 2004 FY 2003 % Change % Change Full Year EUR mil EUR mil Organic Acq FX Express Europe 3,814 3,455 10.4% 10.1% 0.0% 0.3% Express ROW 882 796 10.8% 13.4% 0.0% -2.6% Express 4,696 4,251 10.5% 10.7% 0.0% -0.2% -------------------------- ---------------------------------- ---------------------------------- Express Europe, grew by 15.1% organically, or 10.1% when adjusted for the day-count effect. The UK remained the biggest single growth contributor with solid results from the basic express product augmented by business development in special services, notably outsourcing from the financial sector, government archiving and fashion services. All European units made progress and, as usual, growth in percentage terms was strongest in Eastern Europe, notably Poland, Romania and Bulgaria, benefiting from recently established line-haul routes. Revenue yield remained positive at 4.2%, helped by the wide customer acceptance of the fuel surcharge. Volume growth was strongest in the international road product, followed by international air, and then domestic express. The Rest of the World saw an organic growth increase to 20.5%, or 14.6% after the day-count adjustment. All markets put in a positive underlying result, led by the China region, which was up over a third, and the Middle East, up almost a quarter. Australia was flat, improving from the small dip in Q3. Business Highlights - Logistics -- Q4 margin recovers to 4.1%, a 1.7 percentage point underlying improvement -- Wilson acquisition driving top line growth; integration on track -- North America leads contract logistics growth Logistics Summary Q4 2004 Q4 2003 % Change FY 2004 FY 2003 % Change EUR mil EUR mil EUR mil EUR mil Revenues 1,220 997 22.4% 4,081 3,735 9.3% EBITA 50 (18) 377.8% 153 24 537.5% Operating margin 4.1% -1.8% 3.7% 0.6% Operating margin excl one- off costs 4.1% 2.4% 3.7% 2.8% -------------------------- ---------------------------------- ---------------------------------- Revenue growth in the quarter of 22.4% came mostly from the Wilson acquisition, the integration of which progressed well. The organic growth of 3.4% was largely the result of the recovery of the US businesses, first signalled last quarter. However, unlike previous quarters this year, overall contract terminations exceeded wins. Several of these terminations resulted from the contract rationalisation process, within the Transformation through Standardisation (TtS) initiative, which will continue to affect 2005 growth. The success story in the division has been the roll out of TtS. The initiative met its 2004 targets, lifting the underlying margin by 1.7 percentage points in the quarter and 0.9 points for the full year. Without Wilson, the full-year margin would have reached 3.8%. In France, revenues were down on the prior year and the operating losses continued to dampen the overall divisional result. However, remedial management actions caused an improvement on the bottom line. In freight management, sales were up almost 8% on the same period last year and the underlying margin reached 3.6%, excluding integration costs. The integration of Wilson into the TNT family is progressing well. Revenue Analysis Q4 2004 Q4 2003 % Change % Change Fourth Quarter EUR mil EUR mil Organic Acq FX Logistics Europe 850 756 12.4% 0.5% 11.9% 0.0% Logistics North America 191 147 29.9% 16.9% 21.8% -8.8% Logistics ROW 179 94 90.4% 5.3% 91.5% -6.4% Logistics 1,220 997 22.4% 3.4% 20.9% -1.9% -------------------------- ---------------------------------- ---------------------------------- Revenue Analysis FY 2004 FY 2003 % Change % Change Full Year EUR mil EUR mil Organic Acq FX Logistics Europe 2,994 2,794 7.2% 2.4% 4.3% 0.5% Logistics North America 634 630 0.6% 2.0% 6.2% -7.6% Logistics ROW 453 311 45.7% 18.4% 31.8% -4.5% Logistics 4,081 3,735 9.3% 3.7% 6.9% -1.3% -------------------------- ---------------------------------- ---------------------------------- Quarterly Information - Group Logistics Europe saw modest organic growth in the quarter. Germany continued to do well with higher volumes and new contracts, including Bentley motors. The UK also continued to perform well ahead of last year, particularly on the non-food retail side, but it did experience most of the division's contract terminations this time. Both of these markets saw high single digit growth. Spain and Turkey grew double digit on new contracts and automotive volumes. Further contract rationalisation in Italy non-automotive led to revenue decline in that market, and France continued to under-perform. North America grew strongly with higher automotive and other volumes, and new contracts, mainly with established customers including General Motors, Ford and Home Depot. In the Rest of the World, Australia was up almost a third on established and recently signed contracts. South America continued to do well due to automotive consumer demand. In Thailand, the new Isuzu contract started to bear fruit and, in Malaysia, new contracts were signed in the industrial, food and wholesaling sectors. However, the slowdown in the Chinese automotive sector weighed on the RoW result, causing a lower organic growth rate than earlier in the year. Quarterly Information - Group Euro Million Q4 2004 Q3 2004 Q2 2004 Q1 2004 Q4 2003 Q3 2003 Q2 2003 Q1 2003 Q4 2002 Q3 2002 Q2 2002 Q1 2002 GROUP Revenues 3,615 2,977 3,058 2,985 3,184 2,829 2,936 2,917 3,180 2,805 2,899 2,898 Earnings from operations 424 267 376 324 320 211 299 290 382 222 305 298 Non-allocated items (35) (12) (10) (14) (5) (9) (7) 2 12 8 (10) (5) EBITA 389 255 366 310 315 202 292 292 394 230 295 293 Goodwill amortisation (40) (35) (35) (36) (39) (218) (39) (38) (39) (39) (38) (38) Operating income (EBIT) 349 220 331 274 276 (16) 253 254 355 191 257 255 Financial income and expense (17) (21) (23) (16) (22) (23) (23) (24) (25) (31) (25) (27) Income taxes (142) (75) (117) (94) (148) (49) (84) (87) (115) (60) (81) (85) Results from affiliates 0 (1) (1) (1) (1) (1) (3) (1) (1) (1) (3) 0 Minority results 1 2 (2) 0 0 1 0 (2) (2) 0 (3) 0 Net income 191 125 188 163 105 (88) 143 140 212 99 145 143 Net profit on sale of non-core business 0 0 0 0 0 0 0 0 (14) 0 0 0 Net income from continuing operations 191 125 188 163 105 (88) 143 140 198 99 145 143 ------------------------------------------------------------------------------------------------------------------------ Average number of shares (mil) 473.4 475.2 475.2 475.1 475.1 475.1 475.1 475.0 475.0 475.0 475.0 475.0 Earnings per share (euro cents) 40.7 26.3 39.6 34.3 22.1 (18.5) 30.1 29.5 44.6 20.8 30.5 30.1 ------------------------------------------------------------------------------------------------------------------------ Net cash provided by operating activities 238 336 123 303 262 277 74 324 227 214 337 254 Capital expenditure on property, plant and equipment and other intangible assets (122) (84) (77) (74) (128) (94) (72) (60) (152) (111) (130) (79) Disposals of property, plant and equipment and other intangible assets 16 10 9 12 12 3 14 17 23 19 16 5 Free cash flow 132 262 55 241 146 186 16 281 98 122 223 180 ------------------------------------------------------------------------------------------------------------------------ Number of employees 162,244 162,957 159,048*162,124 163,028 161,079 160,536 150,155 150,365 148,285 143,097 141,463 Full time equivalent 119,568* employees 122,325 121,952 120,294 121,299 120,387 119,946 114,348 113,444 113,711 112,751 112,261 Quarterly Information - Mail *Includes a downward correction of 2.623 employees and 808 FTE's. These have been reclassified to joint-ventures. Euro Million Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 2004 2004 2004 2004 2003 2003 2003 2003 2002 2002 2002 2002 MAIL Mail Netherlands Revenues 738 603 641 678 731 604 663 700 780 634 666 715 Growth % 1.0% -0.2% -3.3% -3.1% -6.3% -4.7% -0.5% -2.1% -2.6% 1.6% 1.4% 3.9% Organic 1.0% -0.2% -1.8% -2.1% -5.5% -3.4% -1.0% -2.1% -2.6% 1.6% 1.4% 3.9% Acquisition / Disposal 0.0% 0.0% -1.5% -1.0% -0.8% -1.3% 0.5% 0.0% 0.0% 0.0% 0.0% 0.0% Fx 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% Addressed mail pieces (millions) 1,567 1,127 1,278 1,330 1,516 1,160 1,297 1,411 1,575 1,201 1,333 1,412 3.4% -2.8% -1.5% -5.7% -3.7% -3.4% -2.7% -0.1% -2.7% -2.0% 0.4% 1.4% Working days 70 65 61 64 63 65 61 64 63 65 61 64 Cross Border Revenues 154 121 136 140 155 142 148 157 176 155 157 162 Growth % -0.6%-14.8% -8.1%-10.8% -11.9% -8.4% -5.7% -3.1% -1.1% -1.3% -0.6% 0.6% Organic 0.0%-13.4% -7.4% -9.5% -9.6% -5.8% -1.9% 1.8% 1.1% 0.6% -1.8% -4.5% Acquisition / Disposal 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 3.7% 3.9% Fx -0.6% -1.4% -0.7% -1.3% -2.3% -2.6% -3.8% -4.9% -2.2% -1.9% -2.5% 1.2% European Mail Networks Revenues 137 108 121 109 112 100 105 92 100 85 88 85 Growth % 22.3% 8.0% 15.2% 18.5% 12.0% 17.6% 19.3% 8.2% 4.2% 14.9% 12.8% 49.1% Organic 24.1% 8.0% 14.2% 16.3% 9.0% 14.1% 12.5% 5.9% 8.4% -1.3% 3.2% 16.9% Acquisition / Disposal -1.8% -1.0% 0.0% 2.2% 5.0% 5.9% 9.1% 3.5% -4.2% 16.2% 10.1% 31.8% Fx 0.0% 1.0% 1.0% 0.0% -2.0% -2.4% -2.3% -1.2% 0.0% 0.0% -0.5% 0.4% Data & Document Management Revenues 62 49 50 53 54 51 51 50 62 44 48 48 Growth % 14.8% -3.9% -2.0% 6.0% -12.9% 15.9% 6.3% 4.2% 29.2% -2.2% 14.3% 50.0% Organic 5.5% -5.9% -4.0% -4.0% -11.3% -4.5% 0.1% 6.3% 6.3% -6.6% 1.0% 8.1% Acquisition / Disposal 9.3% 0.0% 2.0% 10.0% 0.0% 22.7% 8.3% 0.0% 25.0% 4.4% 13.3% 41.9% Fx 0.0% 2.0% 0.0% 0.0% -1.6% -2.3% -2.1% -2.1% -2.1% 0.0% 0.0% 0.0% Total Mail Revenues 1,091 881 948 980 1,052 897 967 999 1,118 918 959 1,010 Growth % 3.7% -1.8% -2.0% -1.9% -5.9% -2.3% 0.8% -1.1% -0.4% 2.0% 2.6% 7.7% Organic 3.5% -1.7% -1.1% -1.7% -5.2% -2.3% 0.2% -0.4% -0.7% 0.7% 1.0% 3.5% Acquisition / Disposal 0.3% -0.1% -0.9% 0.0% -0.1% 0.8% 1.6% 0.3% 0.7% 1.6% 2.1% 4.0% Fx -0.1% 0.0% 0.0% -0.2% -0.6% -0.8% -1.0% -1.0% -0.4% -0.3% -0.5% 0.2% EBITA 242 155 232 236 227 163 212 218 247 144 195 218 Operating margin 22.2% 17.6% 24.5% 24.1% 21.6% 18.2% 21.9% 21.8% 22.1% 15.7% 20.3% 21.6% Goodwill amortisation (9) (7) (8) (8) (9) (28) (10) (7) (9) (6) (8) (7) Operating income (EBIT) 233 148 224 228 218 135 202 211 238 138 187 211 ------------------------------------------------------------------------------------------------------------------------ 2002 revenues by line of business restated to reflect a more accurate elimination of internal transactions which commenced in 2003 Quarterly information - Mail Euro Million Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 2004 2004 2004 2004 2003 2003 2003 2003 2002 2002 2002 2002 EXPRESS Express Europe Revenues 1,064 915 941 894 926 826 847 856 899 822 845 836 Growth % 14.9% 10.8% 11.1% 4.4% 3.0% 0.5% 0.2% 2.4% 9.0% 10.0% 8.3% 6.8% Organic 15.1% 10.0% 9.8% 4.9% 6.0% 3.4% 3.8% 6.3% 8.4% 7.3% 7.7% 2.8% Acquisition / Disposal 0.0% 0.0% 0.0% 0.1% 0.0% 0.1% -0.2% -0.5% 1.8% 2.8% 1.9% 3.0% Fx -0.2% 0.8% 1.3% -0.6% -3.0% -3.0% -3.4% -3.4% -1.2% -0.1% -1.3% 1.0% Core consignments (mil) 39.0 32.1 35.4 34.1 36.6 31.0 33.7 33.8 35.2 30.2 33.8 32.9 Core kilos (mil) 636.4 540.8 566.5 550.3 583.2 519.5 527.3 523.3 566.4 494.3 522.5 519.8 Core revenue yield improvement 4.2% 4.5% 3.6% 3.2% 3.2% 2.8% 4.5% 3.3% 4.3% 2.8% 2.4% 2.0% Express ROW Revenues 254 215 213 200 220 206 189 181 205 190 195 183 Growth % 15.5% 4.4% 12.7% 10.5% 7.3% 8.4% -3.1% -1.1% 5.1% -1.0% -1.5% -1.6% Organic 20.5% 8.3% 12.7% 11.6% 12.2% 14.7% 10.3% 13.3% 14.9% 7.4% 5.0% -4.8% Acquisition / Disposal 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.5% 0.0% 0.5% Fx -5.0% -3.9% 0.0% -1.1% -4.9% -6.3%-13.4%-14.4% -9.8% -8.9% -6.5% 2.7% Total Express Revenues 1,318 1,130 1,154 1,094 1,146 1,032 1,036 1,037 1,104 1,012 1,040 1,019 Growth % 15.0% 9.5% 11.4% 5.5% 3.8% 2.0% -0.4% 1.8% 8.2% 7.8% 6.3% 5.2% Organic 16.1% 9.6% 10.3% 6.1% 7.2% 5.6% 5.1% 7.6% 9.4% 7.2% 7.1% 1.4% Acquisition / Disposal 0.0% 0.0% 0.0% 0.1% 0.0% 0.1% -0.2% -0.4% 1.6% 2.4% 1.5% 2.5% Fx -1.1% -0.1% 1.1% -0.7% -3.4% -3.7% -5.3% -5.4% -2.8% -1.8% -2.3% 1.3% Working days 70 65 62 63 62 65 60 63 62 65 61 62 EBITA 132 72 102 67 111 47 66 52 107 37 61 41 Operating margin 10.0% 6.4% 8.8% 6.1% 9.7% 4.6% 6.4% 5.0% 9.7% 3.7% 5.9% 4.0% Goodwill amortisation (13) (12) (13) (13) (14) (13) (13) (13) (14) (14) (14) (12) Operating income (EBIT) 119 60 89 54 97 34 53 39 93 23 47 29 ----------------------------------------------------------------------------------------------------------------------- 2002 numbers restated for consistency to reflect the transfer of the Innight business from Express to Logistics at the beginning of 2003 Quarterly Information - Logistics Euro Million Q4 Q3 Q2 Q12004 Q4 Q3 Q2 Q1 Q4 2002 Q3 Q2 Q1 2002 2004 2004 2004 2003 2003 2003 2003 2002 2002 LOGISTICS Logistics Europe Revenues 850 720 726 698 756 678 703 657 707 659 651 626 Growth % 12.4% 6.2% 3.3% 6.2% 6.9% 2.9% 8.0% 5.0% 8.9% 13.2% 7.8% 18.6% Organic 0.5% 0.8% 2.2% 6.4% 9.4% 5.6% 6.3% 0.5% 4.0% 5.1% -0.1% 6.9% Acquisition / Disposal 11.9% 4.4% 0.0% 0.0% -0.1% 0.0% 4.3% 7.5% 6.6% 8.8% 10.1% 10.4% Fx 0.0% 1.0% 1.1% -0.2% -2.4% -2.7% -2.6% -3.0% -1.7% -0.7% -2.2% 1.3% Logistics North America Revenues 191 153 150 140 147 154 166 163 168 155 192 190 Growth % 29.9% -0.6% -9.6%-14.1% -12.5% -0.6%-13.5%-14.2% -5.6%-11.9% -9.9% -5.0% Organic 16.9% 2.0% -5.4% -3.7% 1.8% 9.7% 11.5% 5.3% 6.2% -3.4% -1.9% -9.5% Acquisition / Disposal 21.8% 4.5% 0.0% 0.0% 0.0% 0.0% -7.8% 0.0% 0.0% 0.0% 0.0% 0.0% Fx -8.8% -7.1% -4.2%-10.4% -14.3%-10.3%-17.2%-19.5% -11.8% -8.5% -8.0% 4.5% Logistics ROW Revenues 179 102 90 82 94 77 75 65 72 68 65 57 Growth % 90.4% 32.5% 20.0% 26.2% 30.6% 13.2% 15.4% 14.0% 24.1% 21.4% 6.6% 14.0% Organic 5.3% 22.1% 22.7% 27.7% 37.5% 20.6% 41.5% 54.4% 53.4% 44.6% 18.0% 18.0% Acquisition / Disposal 91.5% 16.9% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% Fx -6.4% -6.5% -2.7% -1.5% -6.9% -7.4%-26.1%-40.4% -29.3%-23.2%-11.4% -4.0% Total Logistics Revenues 1,220 975 966 920 997 909 944 885 947 882 908 873 Growth % 22.4% 7.3% 2.3% 4.0% 5.3% 3.1% 4.0% 1.4% 7.0% 8.4% 3.4% 12.2% Organic 3.4% 2.8% 2.4% 6.1% 10.3% 7.5% 9.9% 5.0% 7.6% 6.1% 0.6% 3.3% Acquisition / Disposal 20.9% 5.5% 0.0% 0.0% -0.1% 0.0% 1.4% 5.4% 4.9% 6.3% 6.9% 7.1% Fx -1.9% -1.0% -0.1% -2.1% -4.9% -4.4% -7.3% -9.0% -5.5% -4.0% -4.1% 1.8% Revenues by sector Automotive 379 336 388 352 402 345 345 336 347 316 356 361 Tyres 34 39 55 49 70 50 43 58 68 58 47 46 FMCG 167 158 157 160 165 156 163 151 195 179 150 131 Hi-tech electronics 130 118 137 118 137 126 117 119 125 103 109 109 Publishing / media 72 62 57 59 60 65 48 56 66 57 57 56 Other (including freight management) 438 262 172 182 163 167 228 165 146 169 189 170 EBITA 50 40 42 21 (18) 1 21 20 28 41 49 39 One-off costs 0 0 0 0 42 24 13 0 0 0 0 0 EBITA excl one-off costs 50 40 42 21 24 25 34 20 28 41 49 39 Operating margin 4.1% 4.1% 4.3% 2.3% -1.8% 0.1% 2.2% 2.3% 3.0% 4.6% 5.4% 4.5% Operating margin excl one-off costs 4.1% 4.1% 4.3% 2.3% 2.4% 2.8% 3.6% 2.3% 3.0% 4.6% 5.4% 4.5% Goodwill amortisation (19) (15) (15) (14) (16) (177) (17) (17) (17) (17) (17) (19) Operating income (EBIT) 31 25 27 7 (34) (176) 4 3 11 24 32 20 ------------------------------------------------------------------------------------------------------ 2002 numbers restated for consistency to reflect the transfer of the Innight business from Express to Logistics at the beginning of 2003 Q4 2004 Q4 2003 FY 2004 FY 2003 EUR mil EUR mil EUR mil EUR mil Net sales 3,620 3,163 12,585 11,785 Other operating revenues (5) 21 50 81 Total operating revenues 3,615 3,184 12,635 11,866 Cost of materials (175) (156) (600) (546) Work contracted out and other external expenses (1,577) (1,283) (5,262) (4,920) Salaries and social security contributions (1,129) (1,070) (4,305) (4,163) Depreciation, amortisation and impairments (152) (138) (533) (711) Other operating expenses (233) (261) (761) (759) Total operating expenses (3,266) (2,908) (11,461) (11,099) ----------------------- ------------------------ Operating income 349 276 1,174 767 Interest and similar income 19 5 37 18 Interest and similar expenses (36) (27) (114) (110) Financial income and expenses (17) (22) (77) (92) ----------------------- ------------------------ Income before income taxes 332 254 1,097 675 Income taxes (142) (148) (428) (368) Results from investments in affiliated companies 0 (1) (3) (6) ----------------------- ------------------------ Net income before minority interests 190 105 666 301 Minority Interests 1 0 1 (1) ----------------------- ------------------------ Net income 191 105 667 300 Net income per ordinary share and per ADS (1) (in euro cents) 40.7 22.1 140.9 63.1 ------------------------------------------------ ----------------------- ------------------------ (1) Based on the average amount of 473.4 million ordinary shares, including ADS (2003: 475.1 million) Consolidated cash flow statements Q4 2004 Q4 2003 FY 2004 FY 2003 EUR mil EUR mil EUR mil EUR mil Net income 191 105 667 300 Depreciation, amortisation and impairments 152 138 533 711 Changes in provisions: - deferred tax liabilities 28 77 82 180 - provisions for pension liabilities (136) (54) (309) (221) - other provisions (3) (3) (3) (7) Changes in working capital: - inventory 1 3 3 6 - accounts receivable (245) (160) (65) (37) - other current assets 52 65 (11) (10) - current liabilities excl. short term financing 198 91 103 15 --------------------- ---------------------- Net cash provided by operating activities 238 262 1,000 937 Acquisition of group companies (13) (16) (217) (59) Disposals of group companies (12) 0 (1) 6 Acquisition of affiliated companies (6) (4) (11) (16) Disposals of affiliated companies 0 1 1 2 Capital expenditure on other intangibles (26) (48) (67) (67) Disposals of intangible assets 17 3 15 6 Capital expenditure on property, plant & equipment (96) (80) (290) (287) Disposals of property, plant and equipment (1) 9 32 40 Changes in other financial fixed assets 201 6 194 (2) Changes in minority interests 0 (2) 6 4 --------------------- ---------------------- Net cash used in investing activities 64 (131) (338) (373) Changes in shareholders' equity: - Dividends paid 0 3 (237) (204) - Other changes in shareholders' equity (150) 0 (148) 0 Long-term liabilities acquired 17 12 52 70 Long-term liabilities repaid (70) (39) (100) (83) Changes in short-term bank debt (9) (143) (67) (219) --------------------- ---------------------- Net cash provided by financing activities (212) (167) (500) (436) Changes in cash and cash equivalents 90 (36) 162 128 --------------------- ---------------------- Cash and cash equivalents at beginning of period 552 511 470 357 Exchange rate differences on cash items (8) (8) (5) (14) Cash and cash equivalents from acquisition and disposal of group companies (1) 3 6 (1) Change in cash and cash equivalents 90 (36) 162 128 Cash and cash equivalents at end of period 633 470 633 470 -------------------------------------------------- --------------------- ---------------------- Consolidated balance sheets At 31 At 31 Dec Dec 2004 2003 EUR mil EUR mil ASSETS Fixed assets Goodwill 2,375 2,309 Other intangible assets 128 112 Total intangible assets 2,503 2,421 Land and buildings 960 981 Plant and equipment 464 469 Other property, plant and equipment 453 485 Construction in progress 47 74 Total property, plant and equipment 1,924 2,009 Investments in affiliated companies 82 79 Loans receivable from affiliated companies 2 2 Other loans receivable 21 158 Prepayments and accrued income 551 388 Total financial fixed assets 656 627 ------------------------ Total fixed assets 5,083 5,057 Current assets Inventory 46 49 Accounts receivable 2,129 1,977 Prepayments and accrued income 391 362 Cash and cash equivalents 633 470 ------------------------ Total current assets 3,199 2,858 Total assets 8,282 7,915 ------------------------ LIABILITIES AND GROUP EQUITY Group equity Capital and reserves 3,219 2,969 Minimum pension liability (454) 0 ------------------------ Shareholders' equity 2,765 2,969 Minority interests 19 17 ------------------------ Total group equity 2,784 2,986 Provisions Deferred tax liabilities 218 143 Provisions for pension liabilities 870 521 Other provisions 149 153 Total provisions 1,237 817 Long-term liabilities Long-term debt 1,440 1,474 Accrued liabilities 206 187 Total long term liabilities 1,646 1,661 Current liabilities Trade accounts payable 670 687 Other current liabilities 637 540 Accrued current liabilities 1,308 1,224 Total current liabilities 2,615 2,451 Total liabilities and group equity 8,282 7,915 ---------------------------------------------------- ------------------------ Free cash flow Q4 Q4 2003 FY FY 2003 2004 2004 EUR mil EUR mil EUR mil EUR mil Net cash provided by operating activities 238 262 1,000 937 Capital expenditure on property, plant and equipment and other intangible assets (122) (128) (357) (354) Disposals of property, plant and equipment and other intangible assets 16 12 47 46 Free cash flow 132 146 690 629 ----------------------------------------- ---------------------- ---------------------------- Capital expenditure on property, plant and equipment and other intangible assets Q4 Q4 2003 FY 2004 FY 2003 2004 EUR mil EUR mil EUR mil EUR mil Mail 33 46 98 107 Express 66 55 171 160 Logistics 20 27 82 83 Corporate 3 0 6 4 Total 122 128 357 354 ----------------------------------------- ---------------------- ---------------------------- Movement in shareholders' equity Q4 Q4 2003 FY FY 2003 2004 2004 EUR mil EUR mil EUR mil EUR mil Opening balance 3,210 2,892 2,969 2,961 Net income for the period 191 105 667 300 Foreign exchange effects (29) (12) (29) (68) Other reserves (153) (20) (151) (20) Minimum pension liability (454) 0 (454) 0 Cash dividend 0 4 (237) (204) Closing balance 2,765 2,969 2,765 2,969 ----------------------------------------- ---------------------- ---------------------------- Net debt At 31 At 31 Dec Dec 2004 2003 EUR mil EUR mil Short-term debt 51 69 Long-term debt 1,440 1,474 ------------------- Total interest bearing debt 1,491 1,543 Cash and cash equivalents (633) (470) ---------------------- Net debt 858 1,073 ----------------------------------------- ---------------------- US GAAP Statement Net income -------------------------------------------------- FY 2004 FY 2003 EUR mil EUR mil Net income under Dutch GAAP 667 300 Adjustments for: Employment schemes: cancellation contract (130) 0 Employment schemes and group reorganisation (11) (11) Amortisation goodwill 146 (9) Other intangible assets amortisation (19) (3) Financial instruments (7) 13 Real estate sale 20 (4) Sale-lease-back transaction 0 (1) Repurchase of shares (1) 0 Amortisation on restoration of previously recognised impairments 10 4 Long term contract incentive payment 1 1 Provisions 1 1 Other (1) 0 Tax effect of adjustments 38 41 Net Income under US GAAP 714 332 Net income per ordinary share and per ADS under US GAAP (1) (in eurocents) 151.9 69.9 -------------------------------------------------- ------------------------- (1) Based on an average of 470.0 million ordinary shares, including ADS (2003: 475.1 million) Shareholders' Equity At 31 Dec At 31 Dec 2004 2003 EUR mil EUR mil Shareholders' equity under Dutch GAAP 2,765 2,969 Adjustments for: Employment schemes and group reorganisation 0 141 Goodwill and other long-lived intangible assets 100 69 Other intangible assets amortisation (24) (5) Financial instruments 1 2 Repurchase of shares (259) 0 Real estate sale 0 (20) Sale-lease-back transaction (5) (5) Restoration of previously recognised impairments, net of amortisation 3 (7) Long-term contract incentive payment (4) (5) Provisions 2 1 Pensions curtailment 2 2 Other (1) 0 Deferred taxes on adjustments 42 4 Shareholders' equity under US GAAP 2,622 3,146 -------------------------------------------------- -------------------------- Financial Calendar Financial Calendar 2005 Thursday 7 April, 2005 Annual General Meeting Monday 11 April, 2005 Ex-dividend listing Monday 18 April, 2005 Payment of final dividend Wednesday 27 April, 2005 IFRS Update Wednesday 4 May, 2005 Publication of 2005 first quarter results Friday 29 July, 2005 Publication of 2005 second quarter results Monday 31 October, 2005 Publication of 2005 third quarter results Contact Information Mike Richardson Director Investor Relations Phone +31 20 500 62 41 Fax +31 20 500 75 15 Email mike.richardson@tpg.com David van Hoytema Manager Investor Relations Phone +31 20 500 65 97 Fax +31 20 500 75 15 Email david.van.hoytema@tpg.com Tanno Massar Director Media Relations Phone +31 20 500 6171 Fax +31 20 500 7520 Emial tanno.massar@tpg.com Published by: TPG N.V. Neptunusstraat 41-63 2132 JA Hoofddorp P.O. Box 13000 1100 KG Amsterdam Phone +31 20 500 60 00 Fax +31 20 500 70 00 Email investorrelations@tpg.com Internet www.tpg.com Responsible for content and editing: TPG Investor Relations Safe Harbour Statement Forward-looking statements warning--Safe Harbour Statement under the US Private Securities Litigation Reform Act of 1995 Except for historical statements and discussions, statements contained in this press release are forward-looking statements. Forward-looking statements generally can be identified by the use of terms such as 'ambition', 'may', 'will', 'expect', 'intend', 'anticipate', 'believe', 'plan', 'seek', 'estimate', 'continue' or similar terms. 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. These forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are outside of our control, that may cause actual results to differ materially from any future results expressed or implied in the forward-looking statements. These forward-looking statements are based on current expectations, estimates, forecasts, projections about the industries in which we operate, management's beliefs and assumptions made by management about future events. In addition to the assumptions specifically mentioned in this press release, there are a number of other factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. These factors include, but are not limited to: -- substitution of alternative methods for delivering information for our Mail and Express services, -- regulatory developments and changes, including with respect to the levels of tariffs, the scope of mandatory and reserved services, quality standard, liberalisation in the Dutch and European postal markets and the outcome of pending regulatory proceedings, -- competition in the mail, express and logistics businesses, -- decisions of competition authorities regarding proposed joint ventures or acquisitions, -- costs of complying with governmental regulations, -- general economic conditions, government and regulatory policies and business conditions in the markets served by us, including adverse effects of terrorist attacks, use of our delivery capabilities by criminals, anthrax incidents, war or the outbreak of hostilities or epidemic diseases, -- higher costs of or difficulty in obtaining insurance coverage for future claims caused by acts of war, terrorism, sabotage, hijacking or other similar perils, -- our ability to achieve cost savings and realise productivity improvements and the success of investments, joint ventures and alliances, -- fluctuations in fuel costs, -- our ability to increase our fuel surcharge in response to rising fuel prices due to competitive pressures, -- changes in currency and interest rates, -- changes in our credit rating and their impact on our financing costs and requirements, -- changes in our relationship with the State of the Netherlands, -- disruptions at key sites, -- incidents resulting from the transport of hazardous materials, -- mismatches between our investment in infrastructure (aircraft, depots and trucks) and our actual capacity needs, -- strikes, work stoppages and work slowdowns and increases in employee costs, -- costs of completing acquisitions or divestitures and integrating newlyacquired businesses, -- changes to the international conventions regarding the limitation of liability for the carriage of goods, -- significant changes in the volumes of shipments transported through our network, the mix of services purchased by our customers or the prices we obtain for our services, -- market acceptance of our new service and growth initiatives, -- changes in customer demand patterns, -- the impact of technology developments on our operations and on demand for our services, -- disruptions to our technology infrastructure, including our computer systems and website, -- our ability to maintain aviation rights in important international markets, -- adverse weather conditions, -- if our subcontractors' employees were to be considered our employees, -- changes in tax laws and their interpretation and decisions of tax and other authorities with respect to our tax liabilities, -- changes in accounting rules causing different valuation of assets and liabilities, and -- higher costs related to implementation of regulations such as the Sarbanes-Oxley Act. These factors and other factors that could affect these forward-looking statements are described in our annual report on Form 20-F and our other reports filed with the US Securities and Exchange Commission. As a result of these and other factors, no assurance can be given as to our future results and achievements. You are cautioned not to put undue reliance on these forward-looking statements, which are neither predictions nor guarantees of future events or circumstances. We disclaim any obligation to publicly update or revise these forward-looking statements, whether to reflect new information, future events or circumstances or otherwise.

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