Update adjustments loan conditions BAM

The banking syndicate of the €200 million subordinated loan and the banking syndicate of the €360 million loan have approved the adjustments. Also, BAM currently has received approval from over ninety percent of the fifteen banks in the syndicate of the €550 million facility for the proposed adjustments to this facility. The approvals were granted under conditions of, among other subjects, a successful rights issue and customary documentation.

The main adjustments are:

• Adjustment of the recourse leverage ratio to the in the construction industry customary seasonal pattern. Currently, the recourse leverage ratio must be less than or equal to 2.5. This ratio will be on the reference dates 30 June 2010 and 30 September 2010 increased to less than or equal to 3.0 and on the reference dates on 30 June 2011 and 30 September 2011 to less than or equal to 2.75.
• Addition of a current ratio to the ratios. This ratio should have at all times a minimum value of 1.0 for the covenants. At year-end 2009 the current ratio amounted to 1.21.
• Reduction of €550 million facility with €75 million. The use of the facility by the group is not proportional to the size of the facility. Since early 2008, the Group has used only at any time up to €230 million (42 percent) of this facility.
• In line with the ambition of the Group to pursue a sound financial structure, a part of proceeds from the sale of the 21.5 percent stake in Van Oord (up to a maximum of €120 million) will be used to repay the €360 million loan. Also the €550 million facility will be reduced for a same amount. The Group has already indicated the intention to divest the interest in Van Oord for strategic reasons.
• Adjustment to market-based interest spread of the €200 million subordinated loan and the €550 million facility. The interest spread of the €360 million loan remains the same.

Royal BAM Group has received approval for an extension of the two loans up to 2013 and BAM has received approval from over ninety percent of the banks in the banking syndicate of the €550 million facility for a same extension of this facility. With this extension, the financing of the Group is guaranteed for a longer period.

Due to these changes - combined with the proposed rights issue - the financial flexibility of the company will increase. The Group expects to effectuate the adjustments and extensions after the proposed rights issue.

Further information:

• Press: A.C. Pronk, +31 (0)30 659 86 21
• Analysts: P.R.E. Snippe, +31 (0)30 659 87 07