The agreement in principle between Wolters Kluwer and Sdu concerns the merger of around 80% of ten Hagen & Stam's business activities into Sdu Uitgevers, a subsidiary of Sdu. Construction, ICT and part of the industry units are to be integrated. In addition, a limited number of service units and staff services will be included in the integration, bringing the total number of employees involved to around 280. The remaining 20% of ten Hagen & Stam's activities will remain part of Wolters Kluwer.
Located in the Hague, ten Hagen & Stam has over 400 employees in total and achieved revenues of around EUR 70 million in 2003. Cobouw, Automatisering Gids and NBD are some of its most well known publications.
In exchange for the ten Hagen & Stam activities, Wolters Kluwer receives a minority share interest in Sdu Uitgevers and a non-disclosed cash amount. The share interest serves primarily as a means of financing the transaction, as well as supporting the future success of ten Hagen & Stam as part of Sdu Uitgevers.
Towards the end of 2002, Wolters Kluwer and Sdu negotiated on the sale of ten Hagen & Stam to Sdu. However, these discussions were not completed. A reorganization of ten Hagen & Stam began in May 2003, and has realized a healthy improvement in performance due to structural cost savings and investment in new back office systems. Discussions resumed after Sdu expressed its renewed interest to Wolters Kluwer.
"We are very pleased with the agreement with Sdu", states Jean-Marc Detailleur, member of the Executive Board of Wolters Kluwer and portfolio holder of ten Hagen & Stam. "It offers a better future to the ten Hagen & Stam activities, which align very well with the Sdu portfolio. With this agreement, the interests of ten Hagen & Stam, Wolters Kluwer, and Sdu are very well served."
Bert Jongsma, Chairman of the Executive Board of Sdu, remarks, "Sdu's interest in the integration of the ten Hagen & Stam activities lies in the strengthening and expansion of our position in those fields where we are already active. ten Hagen & Stam represents reinforcement for Sdu Uitgevers: both in terms of better positioning our publishing activities in the field of law and practice and the Academic Service ICT-list. In addition, the construction publishing units constitute a significant expansion for us. I am therefore very pleased with the outcome of our discussions with Wolters Kluwer."
The intended merger of the ten Hagen & Stam activities into Sdu is entirely in line with Wolters Kluwer's strategy for Europe. The Legal, Tax & Regulatory Division, with revenues of EUR 1,279 million and 8,009 employees, focuses on the legal, fiscal/financial, human resources, government, health, safety & environment and transport markets. The goal is to strengthen leading positions in each of these markets. With a focus on construction, ICT, and industry, ten Hagen & Stam's business activities no longer match Wolters Kluwer's core activities.
Sdu's strategy is based on growth in its existing business and adjacent professional and educational markets in the Netherlands and surrounding countries. ten Hagen & Stam's activities offer Sdu Uitgevers the opportunity to expand its business in a number of fields, as well as enabling organic growth and synergy in product development, marketing and services.
Both ten Hagen & Stam and Sdu employees, the representative bodies and the trade unions have been informed of the intended integration and the consultation process has started. The agreement reached is subject to the required approval of the Dutch regulatory body.
About Wolters Kluwer
Wolters Kluwer (Euronext Amsterdam: WKL) is a leading multinational publisher and information services company. The Company's core markets are in the health, tax, accounting, corporate, financial services, legal and regulatory, and education sectors. Wolters Kluwer has annual revenues (2003) of EUR 3.4 billion, employs approximately 19,500 people worldwide, and maintains operations across Europe, North America, and Asia Pacific. Wolters Kluwer is headquartered in Amsterdam, the Netherlands. Its depositary receipts are quoted on the Euronext Amsterdam (WKL) and are included in the AEX and Euronext 100 indices.
Media
Caroline Wouters
Manager, External Communications
t + 31 (0)20 6070 459
Investors/Analysts
About Sdu
Sdu is a provider of various information services. Releasing, facilitating and securing (digital) information are central to these services. Sdu Uitgevers bv is a subsidiary of Sdu and publishes primarily government and legal information for professionals. Besides joint ventures with Sdu Fiscale en Financiële Uitgevers and VNG Uitgeverij, Sdu includes Academic Service and Uitgeverij Nieuwezijds, as well as a cooperation with juris, the main provider of legal information online in Germany. Sdu offers identification services, such as Dutch passports, via Sdu Identification. Annual revenues in 2003 were approximately EUR 150 million. The company has around 800 employees.
Media
Sam van Oostrom
Director Sdu Uitgevers
t +31 (0)70 3789 250
