Heijmans NV and IBC Combine

NETHERLANDS, Dec. 15, 2000 (PRIMEZONE) -- Heijmans and IBC are partly active in the same market for homes and offices. This market represents an estimated value of EUR 28 billion. In this segment, Heijmans will realize a turnover of approximately EUR 950 million, and IBC approximately EUR 575 million (before inter-company elimination) in 2001. The new combination will consequently have a market share of approximately 5%, which will make it one of the major providers in the Dutch market for homes and offices.

The two companies will complement each other perfectly in sub-markets. Heijmans realizes more than 70% of its turnover through house construction in this sector, while IBC realizes 70% of its turnover through utility construction. Heijmans realizes more than 45% through its own developments, primarily in housing development at new suburban locations. IBC realizes some 27% through its own developments and is primarily strong in the area of urban development. IBC has a backlog of nearly 9,000 dwellings and approximately 225,000 m2 of commercial real estate. The total combined backlog of Heijmans and IBC will be approximately 27,000 dwellings and some 450,000 m2 of commercial property.

Heijmans and IBC also complement each other in Belgium, where IBC is active in housing and utility construction, while Heijmans is primarily involved in civil engineering. The combination will in the short term - before inter-company elimination - realize a turnover of EUR 255 million. In the supply industry IBC recently strengthened its position through the acquisition of a number of companies. The combined turnover of Heijmans and IBC in the Industry and Production sector will be approximately EUR 200 million in 2001, before inter-company elimination.

Heijmans Construction and Property Development and IBC have a decentralized organization structure. Due to the intended full integration of the two companies, a sizeable synergy in cost reduction can be realized. Heijmans employs more than 7,000 people, of which some 1,700 in the housing and work market. IBC has more than 2,300 employees, of which 1,750 in the housing and work market. In Belgium Heijmans employs more than 1,300 people, while IBC has some 250 employees there. In view of the enormous need of management and personnel, the merger of the two companies and the realization of the growth objectives will not have a negative effect on employment.

Heijmans will take over all Royal IBC b.v. Shares against payment in cash. For the financing of the take-over amount Heijmans will issue shares for the amount of EUR 44 million. For this purpose a prospectus will be published in April 2001. The number of issued shares is expected to increase by 2.2 million (10%). The remaining part of the purchase price will be financed through loans, which will partly be subordinated.

Results 2000

Heijmans has indicated earlier that it expected a net profit of EUR 45.3 million for the entire year 2000, with a EUR 2.32 profit per share. Heijmans is now announcing that it expects a net profit of EUR 48 million (+ 40% compared to 1999) for the entire year 2000 with a EUR 2.45 profit per share (+ 38% compared to 1999).

Results 2001

In 2001 the new combination will realize a turnover of some EUR 2.25 billion. This means that in 2001 Heijmans will already reach the turnover targets set for 2003. The profitability in percentages of the turnover will be more than 3% in 2001. Heijmans is maintaining the net margin of 3.5% set as a target for 2003. In accordance with earlier announcements, the goodwill due as from 2001 will be activated and written off over a period of 20 years. After the issue of some 2.2 million new shares in 2001, the profit per Heijmans N.V. share will reach an amount of approximately EUR 3.20. From 2001 (for the 2000 financial year), the 40% dividend on ordinary shares (after cumulative preference dividend) will take place in cash so that no dilution will occur due to the emission of stock dividend.

The Works Councils of the two enterprises have meanwhile been consulted with regard to the take-over of IBC by Heijmans. Unions, Socio-Economic Council (SER) and NMa (Dutch competition authorities) have been informed. Starting today, a due diligence assessment will be conducted at IBC. The parties involved expect to be able to formalize the cooperation in the middle of March 2001. The transaction will be retroactive as of 1 January 2001.

Note for editors:

After the press conference to be held today (for which you will receive an invitation presently), no further information will be issued concerning the merger of Heijmans and IBC as described above, until the completion of the due diligence assessment.


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