Vredestein Banden B.V. to be Sold

Amtel Vredestein N.V. (AVNV) has announced that its subsidiary company OJSC Amtel-Vredestein (OJSC AV), the holding company of the group’s Russian business, is no longer able to satisfy its creditors’ demands. The AVNV executive board has determined that, due to the financial difficulties AVNV faces, it will not be able to provide any additional finance to OJSC AV. This development, says the company, may have “consequences for the going concern status of AVNV”, given a number of guarantees provided by AVNV in favour of the creditors of OJSC AV.

AVNV continues to pursue an exemption from the Dutch Ministry of Economics from the obligation to draw up, present and adopt its audited financial statements for the year ended 31 December 2007. Whether or not this exemption is obtained, AVNV says it will not be in a position to publish audited accounts for the year ended 31 December 2007 in the near future due to its ongoing financial difficulties and the resulting uncertainty regarding its going concern status. This exemption request only concerns the financial statements of AVNV, the company points out.

The Dutch subsidiary of AVNV, Vredestein Banden B.V. (“VBBV”), will continue as going concern due to the separate financing arrangements it has in place. In order to ensure VBBV’s long-term sustainability, AVNV is conducting a sale process for VBBV, and several potential bidders are conducting due diligence following the submission of preliminary offers. In connection with this process, AVNV and VBBV are also in discussions with VBBV’s finance providers. AVNV is determined to conclude a successful sale of VBBV in the near term, one that gives maximum value to all stakeholders. However, the company notes there can be no certainty that the sale of VBBV will be successfully concluded. Due to a potential conflict of interest in respect to a possible sale of VBBV, Mr R.H. Oudshoorn, Mr K.T. Hettema and Mr M.A.A. Luyten, who are also managers of VBBV, have confirmed their intention to resign from the Executive Board of AVNV, with effective 15th December 2008. After their resignations and the prior resignation of Mr I. Ivanov, the Executive Board of AVNV will comprise of two members – Mr P. Zolotarev as CEO and ‘Director A’, and Mr V. Pesochinsky as ‘Director B’.

AVNV says it expects to convene a general meeting of shareholders (EGM) to discuss the future direction and prospects of AVNV and the proposed VBBV disposal. It says further announcements will be made in due course, including plans for an EGM during the second half of January 2009.