Filed
by ABN AMRO
Holding N.V.
Pursuant
to
Rule 425 under the Securities Act of 1933
and
deemed filed
pursuant to Rule 14a-12
of
the
Securities Exchange Act of 1934
Subject
Company:
ABN
AMRO Holding
N.V.
Commission
File
Number: 001-14624
Amsterdam,
25 April
2007
ABN
AMRO
grants due diligence to RBS consortium
ABN
AMRO’s Managing Board and Supervisory Board have agreed to provide Royal Bank
of
Scotland, Santander and Fortis with the same information that was previously
shared with Barclays plc, subject to the execution of confidentiality agreements
similar to the one previously signed by Barclays plc, a draft of which
will be
provided to them forthwith.
Although
the
consortium has provided few additional details with respect to its proposals,
this decision is in line with ABN AMRO’s on-going commitment to consider value
creating opportunities for shareholders.
This
announcement is
made pursuant to article 9b(1) of the Dutch Decree on the Supervision of
the
Securities Trade 1995.
|
Press
contact:
|
+31
20
6288900
|
|
IR
contact:
|
+31
20
6287835
|
This
document 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.
Cautionary
statement
regarding forward-looking statements
This
announcement
contains forward-looking statements. Forward-looking statements are statements
that are not historical facts, including statements about our beliefs and
expectations. Any statement in this announcement that expresses or implies
our
intentions, beliefs, expectations or predictions (and the assumptions underlying
them) is a forward-looking statement. These statements are based on plans,
estimates and projections, as they are currently available to the management
of
ABN AMRO Holding N.V. ("ABN AMRO"). Forward-looking statements therefore
speak
only as of the date they are made, and we take no obligation to update
publicly
any of them in light of new information or future events.
Press
Relations
Department
Head
Office: Gustav
Mahlerlaan 10 (HQ 9140), 1082 PP Amsterdam, tel. +30 (0)20 6288900, fax
+30
(0)20 6295486
London
Office: 250
Bishopsgate, London EC2M 4AA, tel. +44 207 6788244, fax+44 207
6788245
Forward-looking
statements involve inherent risks and uncertainties. A number of important
factors could therefore cause actual future results to differ materially
from
those expressed or implied in any forward looking statement. Such factors
include, without limitation, the consummation of our proposed merger with
Barclays PLC ("Barclays"); the completion of our proposed disposition of
LaSalle; the conditions in the financial markets in Europe, the United
States,
Brazil and elsewhere from which we derive a substantial portion of our
trading
revenues; potential defaults of borrowers or trading counterparties; the
implementation of
our restructuring
including the envisaged reduction in headcount; the reliability of our
risk
management policies, procedures and methods; the outcome of ongoing criminal
investigations and other regulatory initiatives related to compliance matters
in
the United States and the nature and severity of any sanctions imposed;
and
other risks referenced in our filings with the US Securities and Exchange
Commission. For more information on these and other factors, please refer
to
Part I: Item 3.D "Risk Factors" in our Annual Report on Form 20-F filed
with the
US Securities and Exchange Commission and to any subsequent reports furnished
or filed
by us with the US Securities and Exchange Commission. The forward-looking
statements contained in this announcement are made as of the date hereof,
and
the companies assume no obligation to update any of the forward-looking
statements contained in this announcement.
Additional
Information and Where to Find it
In
connection with the proposed business combination transaction between Barclays
and ABN AMRO, Barclays expects that it will file with the US Securities
and
Exchange Commission a Registration Statement on Form F-4 which will contain
a
prospectus, a Tender Offer Statement on Schedule TO and other relevant
materials.
In
addition, ABN AMRO expects that it will file with the US Securities and
Exchange
Commission a Solicitation/Recommendation Statement on Schedule 14D-9 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 free copy of such filings 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 Barclays and ABN AMRO, without charge, once they are filed
with
the SEC.
The
publication and distribution of this document and any separate documentation
regarding the intended Offer, the making of the intended Offer and the
issuance
and offering of shares may, in some jurisdictions, be restricted by law.
This
document is not being published and the intended Offer is not being made,
directly or indirectly, in or into any jurisdiction in which the publication
of
this announcement and the making of the intended Offer would not be in
compliance with the laws of that jurisdiction. Persons who come into possession
of this announcement should inform themselves of and observe any of these
restrictions. Any failure to comply with these restrictions may constitute a
violation of the securities laws of that jurisdiction.
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