Joint Statement re ABN AMRO
Royal Bank of Scotland Group PLC
25 May 2007
25 May 2007 - Fortis, RBS and Santander Announcement
In view of the forthcoming bank holidays on Monday 28 May in the Netherlands,
Belgium and the UK, Fortis, RBS and Santander (collectively, the 'Banks') intend
to make an announcement on Tuesday 29 May rather than Sunday 27 May as
previously indicated, clarifying whether or not, and if so under what
circumstances, the Banks will make an offer for ABN AMRO.
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This announcement is made pursuant to article 9b(1) of the Dutch Decree on the
Supervision of the Securities Trade 1995.
In connection with the potential transaction involving ABN AMRO, the Banks
expect to file with the US Securities and Exchange Commission (the 'SEC') a
Registration Statement on Form F-4, which will constitute a prospectus, as well
as a Tender Offer Statement on Schedule TO and other relevant materials. Such
documents, however, are not currently available. INVESTORS ARE URGED TO READ ANY
DOCUMENTS REGARDING THE POTENTIAL TRANSACTION IF AND WHEN THEY BECOME AVAILABLE,
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors will be able to
obtain a copy of such documents without charge, at the SEC's website (http://
www.sec.gov) once such documents are filed with the SEC. Copies of such
documents may also be obtained from each Bank, without charge, once they are
filed with the SEC.
This communication shall not constitute an offer to sell or the solicitation of
an offer to buy any securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any such
jurisdiction. This press release is not an offer of securities for sale into the
United States. No offering of securities shall be made in the United States
except pursuant to registration under the US Securities Act of 1933, as amended,
or an exemption therefrom.
Forward-Looking Statements
This announcement includes certain 'forward-looking statements'. These
statements are based on the current expectations of the Banks and are naturally
subject to uncertainty and changes in certain circumstances. Forward-looking
statements include any statements related to the benefits or synergies resulting
from a transaction with ABN AMRO and, without limitation, statements 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 developments to differ
materially from those expressed or implied by such forward-looking statements.
These factors include, but are not limited to, the presence of a competitive
offer for ABN AMRO, satisfaction of any pre-conditions or conditions to the
potential transaction, including the receipt of required regulatory and
anti-trust approvals, the successful completion of the potential transaction or
any subsequent compulsory acquisition procedure, the anticipated benefits of the
potential transaction (including anticipated synergies) not being realized, the
separation and integration of ABN AMRO and its assets among the Banks and the
integration of such businesses and assets by the Banks being materially delayed
or more costly or difficult than expected, as well as additional factors, such
as changes in economic conditions, changes in the regulatory environment,
fluctuations in interest and exchange rates, the outcome of litigation and
government actions. Other unknown or unpredictable factors could cause actual
results to differ materially from those in the forward-looking statements. None
of the Banks undertake any obligation to update publicly or revise
forward-looking statements, whether as a result of new information, future
events or otherwise, except to the extent legally required.
This information is provided by RNS
The company news service from the London Stock Exchange