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PRESS RELEASE

Following the Annual General Shareholders’ Meeting held today, RSDB NV (RDSB) issues the following announcement:

  • The agenda for the meeting was published before conditional agreement was reached on the intended bid by Vadeho II B.V., a company of the Hombergh/De Pundert Group (HHBV) for RSDB shares. The agenda therefore contained only the usual points for discussion at the annual shareholders’ meeting. The proposals made to the meeting by the Management Board and the Supervisory Board were dealt with in the meeting, with an annotation that further proposals would be made to the shareholders in the case the bid is done, in the context of that bid, in an extraordinary shareholders meeting.

  • RSDB announced that HHBV intends to publish the offer memorandum, after approval of the AFM, before 1 August next. It is under this assumption that an Extraordinary Shareholders’ Meeting will be called in August to discuss the bid. RSDB expects that the bid process can be completed in the month of September.

  • RSDB announced that HHBV has issued a press release on 26 June that it has completed the acquisition of Quebecor World’s European printing operations (QWE) from Quebecor World Inc. HHBV also announced that it is in talks with Maury Imprimeur SA (Groupe Maury) regarding the intention to acquire the operations of Groupe Maury. Groupe Maury operates 7 printing and related facilities in France, employing approximately 1,800 people, and is specialised in offset printing magazines, retail inserts, catalogues as well as books.

  • In accordance with the recommendations of the Management Board and the Supervisory Board, the shareholders’ meeting has resolved as follows:
    • The 2007 annual accounts have been approved;
    • The dividend per issued share over 2007 accounting year has been fixed at
      EUR 1.76 in cash.
    • The Management Board has been granted discharge for the policy pursued in the year 2007 and the Supervisory Board has been granted discharge for their supervision in the year 2007;
    • Messrs. H.C.A. Groenen and A.P. Lugt have been reappointed to the Supervisory Board for a period of four years
    • The shareholders’ meeting accepted the proposed amendment to the remuneration of the Supervisory Board and the supplement to the remuneration policy for the Management Board;
    • In conformity with the proposal, and after approval from the Supervisory Board, the Management Board is authorised to issue shares as well as to acquire the Group’s own shares.

RSDB announces that the ex-dividend date has been fixed at 1 July 2008. Shareholders will receive the dividend due them on 11 July 2008 via the financial institution where their shares are lodged on 3 July 2008 after closure of the exchange. Since the share price offered in the joint press release issued by RSDB and HHBV on 14 June 2008 was EUR 40 per share inclusive of dividend, the corrected offer price for this dividend payout is EUR 38.24 per share. 

Hilversum, 27 June 2008


RSDB NV
Management Board

Profile
RSDB NV is listed on NYSE Euronext Exchange with Amsterdam as market entry. RSDB is an organisation of service supply companies, transforming the clients’ communications – with added value – into printed and multimedia products. The companies are clustered into two business lines: Print Productions, providing efficient, full-service, web-based printing; and Marketing Communications, ensuring the optimum facilitation of the client’s own communications channels by means of effective, cross-media communications concepts. 



 
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