VAN DER MOOLEN 
By
Amsterdam - Van der Moolen Holding N.V. (international trading and
brokerage firm) requested today surséance and published its first
half year 2009 results earlier than anticipated.
Van der Moolen Holding N.V. ("Van der Moolen") requested this morning
with the Amsterdam court a suspension of payments. The request is
solely related to Van der Moolen (the parent company). No surséance
has been requested for any of Van der Moolen's subsidiaries.
The most important reason to request a suspension of payments.is due
to Van der Moolen's very weak liquidity position. After taking over
from previous management, Van der Moolen's current management
concluded Van der Moolen would soon be unable to satisfy its
obligations. Management is looking into the possibility of continuing
Van der Moolen as a smaller company. Serious consideration is being
given to selling various parts of the company.
These developments have resulted in Van der Moolen's management to
call for an extraordinary shareholders' meeting and to publish its
half year results today instead of on the previously announced date
of 13 August 2009. The extraordinary shareholders' meeting is
expected to take place in the second half of September 2009.
The most important causes for the weak liquidity position are:
* continuing disappointing results: Revenues in the first half year
2009 were 73% lower than the first half year 2008. It should be
noted that dividend arbitrage revenues under the agreement with
GSFS Asset Management BV (GSFS) of approximately ?40 million were
recognised in the first half year 2008. Such revenues were
impaired at the end of 2008;
* high cost structure: Despite lower operating expenses (1H09 were
45% lower than 1H08) costs were higher, in part due to the recent
move. Van der Moolen recently moved from its two locations in
Amsterdam to Schiphol This move resulted in additional costs and
expenditures;
* treasury share purchases of approximately ?30 million in 2008
whose impact on liquidity, in retrospect, were too severe.
Management is currently evaluating the future prospects of the
company's various activities and segments. Van der Moolen can not
quantify the results of this evaluation nor the surséance of the
parent company. Accordingly, management decided to prepare the
accompanying condensed financial information of the group (including
Van der Moolen) assuming the group will continue as a going concern.
Impairments have not been reflected in such financial information
because it can not be determined which, if any, assets should be
impaired and what the extent of any such impairment may be.
Management emphasizes that it is seriously considering significant
asset impairments.
The financial information is presented beginning on page 4 of this
press release. Management points out that the first half year 2009
results should be considered in light of the aforementioned
circumstances and that the going concern assumption - given the
surséance that has been requested - is not definite.
Important developments:
* sale of 50% interest in Gekko Global Markets ltd (formerly VDM
Global Markets ltd) to joint venture partner SYCAP. A 'letter of
intent' was signed on the evening of Friday 7 August with the
condition that permission would be granted by the bewindvoerder
to be named under the surséance. The upcoming sale of the
interest in Gekko Global Markets is expected to have a very
limited contribution to the company's results;
* the agreement with GSFS has recently been terminated. As a
result, Van der Moolen will no longer carry out trading
activities (dividend arbitrage) together with GSFS. The impact on
the results is nil as possible revenues have been completely
impaired.
In anticipation of the upcoming extraordinary shareholders' meeting,
Van der Moolen can provide the following information over relevant
events in the period.
* Mr. Kroon announced his intention not to accept a position on Van
der Moolen's Management Board on 15 July 2009. Mr. Kroon received
no termination benefits or any payments of a similar nature;
* Mr. Den Drijver resigned as the sole member of Van der Moolen's
Management Board on 16 July 2009. It was agreed that Mr. Den
Drijver would receive no bonus over 2009 and that he would not
request a termination benefit. Mr. Den Drijver will remain
connected to the company as an advisor for a maximum of 12
months;
* the departure of the sole member of the Management Board on 16
July 2009, resulted in an absence of management. In accordance
with Van der Moolen's articles of association, the Supervisory
Board was as of that date, in its entirety temporarily charged
with managing the company. Carrying out both management and
supervisory functions is in the long run not in the company's
best interests. However, given the current circumstances, the
Supervisory Board will continue to serve in both capacities. A
new Management Board will under the current circumstances not be
sought after;
* the recent departure of 10 traders in England and the announced
departure of 11 traders in the Netherlands will have an adverse
effect on Van der Moolen's operations and results. Management
will consider the causes and consequences of their departure in
assessing the company's future prospects.
Van der Moolen's shares remain listed and tradable. Euronext
Amsterdam has indicated their intent to take a noteringsmaatregel and
to list Van der Moolen's shares under the caption "shares with a
noteringsmaatregel".
For further information
For further information please contact Investor Relations/Corporate
Communications, telephone +31 (0)20 535 6789.
www.vandermoolen.com
Disclaimer:
This press release contains forward-looking statements. All
statements regarding our future financial condition, results of
operations and business strategy, plans and objectives are
forward-looking. Statements containing the words "anticipate,"
"believe," "intend," "estimate," "expect," "hope," and words of
similar meaning are forward-looking. In particular, the following are
forward-looking in nature: statements with regard to strategy and
management objectives; pending or potential acquisitions; pending or
potential litigation and government investigations, including
litigation and investigations concerning specialist trading in the
U.S.; future revenue sources; the effects of changes or prospective
changes in the regulation or structure of the securities exchanges on
which our subsidiaries operate; and trends in results, performance,
achievements or conditions in the markets in which we operate. These
forward-looking statements involve risks, uncertainties and other
factors, some of which are beyond our control, which may cause our
results, performance, achievements or conditions in the markets in
which we operate to differ, possibly materially, from those expressed
or implied in these forward-looking statements. We caution you not to
place undue reliance on these forward-looking statements, which
reflect our management's view only as of the date of this Press
Release. We have no obligation to update these forward-looking
statements.
Van der Moolen Holding N.V.
Condensed Income Statement
For the six month periods ended June 30, 2009 and 2008
IFRS (Unaudited)
Consolidated income statement
(in ? millions) 1H09 1H08
Revenues 24.9 91.2
Other gains and losses - net - 0.1
Exchange, clearing and brokerage fees (8.5) (12.1)
Employee benefit expense (12.8) (41.0)
Information and communication expenses (5.2) (4.1)
Amortisation and depreciation expense (2.7) (2.3)
Impairment charges - -
General and administrative expense (7.1) (6.6)
Total operating expenses (36.3) (66.1)
Operating (loss) / profit (11.4) 25.2
Net financing result 0.1 1.0
(Loss) / Profit before income tax from continuing
operations (11.3) 26.2
Income tax expense 2.0 (7.4)
(Loss) / Profit from continuing operations (9.3) 18.8
Loss from discontinued operations before income tax 0.6 (4.5)
Income tax benefit - -
Loss from discontinued operations 0.6 (4.5)
(Loss) / Profit for the period (8.7) 14.3
Attributable to:
Financing preferred shareholders of the Company 1.8 1.8
Common equity holders of the Company (10.5) 12.7
Loss for the period (8.7) 14.5
Earnings per share attributable to the common equity
holders of
the Company for the year (expressed in ? per share):
From continuing operations:
- Basic and diluted (0.25) 0.29
From discontinued operations:
- Basic and diluted 0.02 (0.00)
Total
- Basic and diluted (0.23) 0.29
Van der Moolen Holding N.V.
Condensed Balance Sheet
For the six month periods ended June 30, 2009 and 2008
IFRS (Unaudited)
Consolidated balance sheet
(in ? millions) June 30, 2009 December 31, 2008
Assets
Non-current assets
Goodwill 23.7 23.7
Other intangible assets 10.3 11.5
Property, plant and equipment 5.1 4.2
Deferred income tax assets 13.9 14.4
Retirement benefit plans and other
long-term benefits 3.6 3.4
Other financial assets 4.6 4.5
61.2 61.7
Current assets
Securities owned 453.1 1,248.8
Due from clearing organisations and
professional parties 67.4 81.9
Other current assets and prepaid
expenses 26.3 18.1
Cash and cash equivalents 147.5 430.7
694.3 1,779.5
Assets (of disposal group)
classified as held for sale (*) - 6.5
694.3 1,786.0
Total assets 755.5 1,847.7
Equity and Liabilities
Total equity 57.9 67.0
Non-current liabilities 12.7 11.8
Current liabilities
Securities sold, not yet purchased 466.0 1,212.3
Due to clearing organisations and
professional parties 75.2 62.8
Due to customers 2.0 0.1
Short-term borrowings 10.3 0.3
Bank overdrafts 108.4 443.1
Other current liabilities and
accrued expenses 23.0 50.3
684.9 1,768.9
Total equity and liabilities 755.5 1,847.7
(*) planned sale of assets did not take place, therefore these assets
are presented under other current assets
Van der Moolen Holding N.V.
Condensed Movement Schedule of Shareholders' Equity
For the six month periods ended June 30, 2009 and 2008
IFRS (Unaudited)
Consolidated income statement
(in ? millions) 2009 2008
Shareholders' equity at January 1 67.0 118.5
Payment financing preferred shares dividend - (3.5)
Result attributable to common equity shareholders (10.5) 12.7
Result attributable to financing preferred
shareholders 1.8 1.8
Fair value change on available-for-sale financial
assets - (1.8)
Purchase of treasury shares - (19.2)
Currency translation adjustments (0.4) (6.0)
Shareholders' equity at June 30 57.9 102.5
This announcement was originally distributed by Hugin. The issuer is
solely responsible for the content of this announcement.
http://hugin.info/130805/R/1333591/316176.pdf
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