August 10, 2009 01:53 ET

Van der Moolen Holding requests surseance

AMSTERDAM, NETHERLANDS--(Marketwire - August 10, 2009) -

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 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 EUR 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
  * treasury share purchases of approximately EUR 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

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
  * 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.


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 EUR  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 EUR  per share):
From continuing operations:
 - Basic and diluted                                   (0.25)    0.29
From discontinued operations:
 - Basic and diluted                                     0.02  (0.00)

 - 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 EUR  millions)                   June 30, 2009  December 31, 2008
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 EUR  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.

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