Press Release


TNT to delist from New York Stock Exchange

Publish Date : 25 May 2007 at 22:00 CET - Amsterdam, TNT announced today that its Board of Management, approved by its Supervisory Board, has decided to apply for deregistration of the company and termination of its reporting obligations under the U.S. Securities Exchange Act of 1934 (the "Exchange Act") and the delisting of its American Depositary Receipts (“ADRs”) from the New York Stock Exchange (the "NYSE")

TNT intends to file a Form 15F with the SEC to deregister and terminate its reporting obligations under the Exchange Act as soon as practicable following June 4, 2007, the date when the revised SEC rules on deregistration become effective. By operation of law, the deregistration will be effective 90 days after the filing, unless the Form 15F is earlier withdrawn. TNT reserves the right to delay the filing of the Form 15F or withdraw the Form 15F for any reason prior to its effectiveness.

TNT intends to file a Form 25 with the SEC to effect the delisting as soon as practicable following June 4, 2007.

The company intends to maintain its American Depositary Receipt facility as a Level I programme. This means that TNT's ADRs will be traded on the over-the-counter market. TNT's ordinary shares will continue to be traded on Euronext Amsterdam.

TNT will continue to publish its Annual Report, Accounts and communications in accordance with the Exchange Act on its website http://group.tnt.com .

TNT's Board of Management has established that the benefits of U.S. registration and a NYSE listing for TNT have declined over time. TNT's ADR programme is small and the majority of shares in TNT held by U.S. domiciled investors are acquired through Euronext Amsterdam. The average ADR trading business volume is less than five percent of the total volume in the recent twelve month period. TNT furthermore has limited business presence in the U.S. after the recent sale of its logistics and freight management activities.

Due to globalisation of capital markets TNT expects it can fully satisfy its current and future capital requirements based on its financial standing, without having a cross listing on the NYSE and Euronext Amsterdam. TNT's Board of Management has also taken into account the regulatory, legal, reporting and governance complexity and costs of complying with these two registrations.

In March 2007, TNT filed with the SEC its Form 20-F for the year 2006. TNT maintained, in all material respects, effective internal control over financial reporting as of 31 December 2006 based on section 404 of the Sarbanes-Oxley Act (no material weaknesses have been identified). TNT's external auditor has concurred with this opinion.

TNT will continue to provide a high standard of corporate governance, information and disclosure in line with the current Dutch corporate governance code and regulatory requirements. TNT is committed to continuously strengthen its risk management, internal control, integrity, and compliance processes within the group, wherein the positive elements from the Sarbanes-Oxley Act will continue to form part of TNT's approach to governance, internal control and reporting.

As a result of deregistration and delisting from the NYSE, TNT will operate under one, unequivocal regulatory, legal, reporting and governance environment in The Netherlands.

About TNT
TNT provides businesses and consumers worldwide with an extensive range of services for their mail and express delivery needs. Headquartered in the Netherlands, TNT offers efficient network infrastructures in Europe and Asia and is expanding operations worldwide to maximize its network performance. TNT serves more than 200 countries and employs around 139,000 people. Over 2006, TNT reported € 10.1 billion in revenues and an operating income of € 1,276 million. TNT N.V. is publicly listed on the stock exchanges of Amsterdam and New York. TNT recognizes its social responsibility, and has formed partnerships with the United Nations World Food Programme and the United Nations Environmental Programme to fight hunger and pollution in the world.

Page publication date: 25 May 2007 at 22:00 CET