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September 15, 2008

Boskalis to make cash offer for Smit

Royal Boskalis Westminster NV announced today that it intends to make a cash offer of €62.50 per share for all outstanding shares of Smit Internationale NV. The offer values Smit at €1.13 billion.

The offer price implies a premium of approximately 30% relative to the closing price of &euro: 48.19 of Smit ordinary shares on September 12, 2008; and a premium of more than 27% relative to the average closing price of an ordinary share of Smit during the last month.

Boskalis said the intended offer fits within its aim of being a leading service provider with creative and innovative solutions for infrastructural challenges in maritime, coastal and delta areas in the world. It said a world class maritime service provider would be created by adding salvage, heavy lift, transport and terminals (via Lamnalco) to Boskalis.

But it said that "harbor towage is not perceived to be an operational activity which in the long term will add value to or otherwise form a logical fit with the other activities of the combined company. As part of the envisioned transaction, harbor towage will be placed with a third party thereby also creating an improved outlook for continuity and long term growth for this part of business."

Boskalis said its management board has invited Smit to enter into discussions "to come to a transaction that will be supported and recommended by the Board of Management and Supervisory Board of Smit."


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