Exhibit 99.1
[AEGON LOGO APPEARS HERE] 064493
PRESS RELEASE
AEGON TO SELL MOST OF TRANSAMERICA FINANCE CORPORATION'S COMMERCIAL
LENDING BUSINESS TO GE COMMERCIAL FINANCE
AEGON N.V. today announced it has reached an agreement, through its subsidiary
Transamerica Finance Corporation (TFC), to sell most of TFC's commercial lending
business to GE Commercial Finance, the business-to-business financial services
unit of the General Electric Company, for a total payment of approximately USD
5.4 billion*. The sale price represents a premium over net receivables of USD
0.3 billion and results in an after-tax book gain of around USD 0.25 billion
under Dutch Accounting Principles, which will be added directly to shareholders'
equity, and will not be included in net income. The transaction is expected to
close before year-end 2003.
Under the terms of the agreement, AEGON will sell all of those TFC business
units that provide distribution financing (including inventory floorplan
financing) for manufacturers and dealers, as well as equipment financial
services and specialty finance units that engage in leasing and commercial loan
financing for equipment, real estate, technology companies and international
structured finance. The transaction covers USD 8.5 billion of managed assets and
includes the repayment of USD 3.8 billion of TFC's debt. Approximately USD 2.4
billion of this debt has been provided internally by AEGON. The units being
sold, acquired in 1999 as part of AEGON N.V.'s acquisition of Transamerica
Corporation, include approximately 1,700 employees and serve customers primarily
in North America and Europe.
TFC's commercial lending operations, most of which is currently being sold,
contributed EUR 94 million, before funding costs on the related raised debt, to
AEGON's net income in 2002.
This transaction is consistent with AEGON's strategy to focus on its core
business of life insurance, pensions and related investment products.
Considering GE's leadership in commercial finance, AEGON is pleased that TFC's
commercial lending business will become part of their organization.
After conclusion of the sale, TFC's remaining businesses will primarily consist
of maritime container and European trailer leasing, and real estate information
services. Total managed assets will be approximately USD 2.1 billion.
In addition to the USD 2.4 billion of internal debt, which will be retired,
AEGON will use the USD 1.0 billion net proceeds of the transaction to retire
outstanding debt. The closing will occur after receipt of regulatory approvals
and is subject to the amendment or waiver of certain provisions of TFC's
outstanding debt securities as well as other customary closing conditions. AEGON
N.V. intends to offer its guarantees as consideration in connection with its
solicitation of consents from the required percentage of TFC debt holders to
effect the requisite amendments or waivers.
* The amount of USD 5.4 billion includes an outright asset sale of USD 0.7
billion.
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Disclaimer
The statements contained in this press release that are not historical facts are
forward-looking statements as defined in the U.S. Private Securities Litigation
Reform Act of 1995. Words such as "believe", "estimate", "intend", "may",
"expect", "anticipate", "predict", "project", "counting on", "plan", "continue",
"want", "forecast", "should", "would", "is confident" and "will" and similar
expressions as they relate to us are intended to identify such forward-looking
statements. These statements are not guarantees of future performance and
involve risks, uncertainties and assumptions that are difficult to predict. We
undertake no obligation to publicly update or revise any forward-looking
statements. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of their dates.
All forward-looking statements are subject to various risks and uncertainties
that could cause actual results to differ materially from expectations,
including, but not limited to, the following:
o Changes in general economic conditions, particularly in the United
States, the Netherlands and the United Kingdom;
o Changes in the performance of financial markets, including emerging
markets, including:
o The frequency and severity of defaults by issuers in our fixed
income investment portfolios; and
o The effects of corporate bankruptcies and/or accounting
restatements on the financial markets and the resulting decline
in value of equity and debt securities we hold;
o The frequency and severity of insured loss events;
o Changes affecting mortality, morbidity and other factors that may affect
the profitability of our insurance products;
o Changes affecting interest rate levels and continuing low interest rate
levels;
o Changes affecting currency exchange rates, including the EUR/USD and
EUR/GBP exchange rates;
o Increasing levels of competition in the United States, the Netherlands, the
United Kingdom and emerging markets;
o Changes in laws and regulations, particularly those affecting our
operations, the products we sell and the attractiveness of certain products
to our consumers;
o Regulatory changes relating to the insurance industry in the jurisdictions
in which we operate;
o Acts of God, acts of terrorism and acts of war;
o Changes in the policies of central banks and/or foreign governments;
o Litigation or regulatory action that could require us to pay significant
damages or change the way we do business;
o Customer responsiveness to both new products and distribution channels;
o Competitive, legal, regulatory, or tax changes that affect the distribution
cost of or demand for our products;
o Our failure to achieve anticipated levels of earnings or operational
efficiencies as well as other cost saving initiatives.
A registration statement relating to the offering of guarantees of AEGON N.V.
has been filed with the U.S. Securities and Exchange Commission but has not yet
become effective. These securities may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective. This
press release shall not constitute an offer to sell or the solicitation of an
offer to buy nor shall there be any sale of these securities in any State in
which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such State. A written
prospectus relating to the offering of AEGON N.V. guarantees by AEGON N.V. to
holders of Transamerica Finance Corporation debt securities may be obtained by
contacting AEGON N.V. at its headquarters
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at AEGONplein 50, The Hague, the Netherlands or by contacting the
telephone numbers listed below.
The Hague, August 5, 2003
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Inquiries:
AEGON N.V.
Group Communications Investor Relations
Phone : +31 (0)70 344 83 44 NL +31 (0)70 344 83 05
USA +1 410 576 45 77
Web site: www.aegon.com
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