USG People announces the offering of up to 7,019,994 new ordinary shares

This press release is not for release, distribution or publication, whether directly or indirectly and whether in whole or in part, into or in the United States, Australia, Canada or Japan or any other jurisdiction in which the publication, distribution or release would be unlawful. Please see the important notices at the end of this communication. Almere, 8 March 2010 - USG People N.V. ("USG People" or the "Company") announces today the launch of a placement of up to 7,019,994 new ordinary shares with a nominal value of EUR?0.50 each (the "Shares"). The Shares will be offered to institutional and other qualified investors in the Netherlands and elsewhere through an accelerated bookbuild offering, on a non-pre-emptive base (the "Offering"). The Offering represents approximately 9.9% of the Company's issued ordinary share capital. The net proceeds of the Offering will be used to strengthen USG People's financial position. The net proceeds of the Offering will enable USG People to finance acquisitions, and to act swiftly if and when attractive acquisition opportunities that fit USG People's strategy present themselves. Founder and major shareholder Alex Mulder has pre-committed to participate in the Offering through Amerborgh International NV and Amers Alfa B.V. for such a number of Shares as are required to maintain his current shareholding interest in USG People of 20.02%. Herman van Campenhout, Rob?Zandbergen, as well as other members of the executive and senior management of USG People have committed themselves to participate in the Offering. Comment Herman van Campenhout, CEO of USG People: "This offering is an important step in the strategy of USG People. It will strengthen our position and provide USG People with funds to effectively respond to opportunities that recovering markets may bring. More in particular it will enable USG People to seize possible opportunities to expand through possible acquisitions." Comment Rob Zandbergen, CFO of USG People: "The proceeds of this offering will strengthen USG People's financial structure and provide us with the equity to further effect our strategy." The Offering ING and Rabo Securities are acting as Joint Global Coordinators and Joint Bookrunners for the Offering. The issue price and final number of Shares placed in the Offering will be determined by the outcome of an accelerated bookbuild process and will be announced by way of a subsequent press release. The Offering will be launched immediately following this announcement and the closing of the book is expected tomorrow at 17:30hrs CET, subject to acceleration. The Company and the Joint Global Coordinators have entered into a placement agreement pursuant to which settlement of the Shares is made subject to a number of customary conditions including, amongst others, absence of any material adverse change, no breach of warranties and the Shares being admitted to trading on Euronext Amsterdam by NYSE Euronext. Application will be made for listing and admission to trading of the Shares on Euronext Amsterdam by NYSE Euronext. It is currently expected that payment and settlement will occur three trading days after allocation (which takes place immediately after the closing of the book) on 12 March 2010. The Shares will rank pari passu in all respects with the outstanding ordinary shares. No prospectus is published in connection with the Offering or the listing and admission to trading of the Shares on Euronext Amsterdam by NYSE Euronext. On the assumption that the Offering is completed, the Company has undertaken with the Joint Global Coordinators not to issue any additional ordinary shares for a period of 180 days, subject to exceptions customary in offerings of this nature. Assuming the maximum number of Shares is issued in the Offering, USG People's issued and outstanding share capital will increase to 77,702,427 shares. On 15 May 2009, the issued 5,654,055 ordinary shares issued as stock dividend, were admitted to listing with a view to the exemption of article 5:4(e) Wft. Further details are set out in the press release dated 22 April 2009 and the Company's articles of association, both of which form part of the Company's website www.usgpeople.com. For more information, please contact: Rob Zandbergen, CFO Telephone: +31 (0)36 529 95 20 E-mail: rzandbergen@usgpeople.com About USG?People USG?People is active through a large number of strong brands that jointly provide one-stop solutions in the field of staffing, secondment and HR and customer care services. Annual revenue exceeded ? 3 billion in 2009. Headquartered in the Dutch city of Almere, the group is active in a number of European countries including the Netherlands, Belgium, Luxembourg, Germany, Austria, Switzerland, Poland, France, Italy and Spain. The brand portfolio of USG?People comprises Start?People (general staffing) - Ad?Rem?Young?Professionals, ASA?Student, Content, Creyf's, Express?Medical, Geko?Zeitarbeit, Receptel, Secretary?Plus, StarJob, Technicum and Unique (specialist staffing) - Legal?Forces, USG?Capacity, USG?Energy, USG?Financial?Forces, USG?HR?Forces, USG?Innotiv, USG?Juristen and USG?Restart (professionals) - Call-IT (other services). USG People is listed on the NYSE Euronext Amsterdam stock exchange and is included in the Amsterdam Midcap Index (AMX). For more information on USG People or any of its operating companies, please visit our website at?www.usgpeople.com <http://www.usgpeople.com/>. Disclaimer The Joint Global Coordinators are acting exclusively for the Company and for no one else in connection with the Offering and will not be responsible to anyone other than the Company for providing the protections afforded to the customers of the Joint Global Coordinators or for providing advice in relation to the Offering or any transaction or arrangement referred to herein. The Offering is subject to the placement agreement entered into between the Company and the Joint Global Coordinators becoming unconditional and to such agreement not being terminated otherwise in accordance with its terms. This press release is for information purposes only, is not intended to constitute, and should not be construed as, an offer to sell or a solicitation of any offer to buy the Shares or any ordinary shares in the share capital of USG People in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of such jurisdiction, and the distribution of this communication in such jurisdictions may be similarly restricted. Persons into whose possession this communication comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. The Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "US Securities Act") and may only be offered or sold in the United States if registered under the US Securities Act or an exemption from such registration is available. The Issuer does not intend to register any portion of the Offering in the United States or to conduct a public offering of securities in the United States. This document is only being distributed to and is only directed at: (i) persons who are outside the United Kingdom to whom it may lawfully be distributed; or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). The Shares are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Shares will be engaged in only with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this document or any of its contents. The Shares shall be offered only to qualified investors within the meaning of Article 2(1)(e) of the EU?Prospectus Directive (2003/71/EC) (a "Qualified Investor") and fewer than 100 natural or legal persons (other than to Qualified Investors). Any Qualified Investor will also be deemed to have represented and agreed that any Shares acquired by it in the Offering have not been acquired on behalf of persons other than such Qualified Investors. This announcement is not an advertisement within the meaning of the EU Prospectus Directive (2003/71/EC) and does not constitute a prospectus. [HUG#1391904] download press release in pdf format: http://hugin.info/130803/R/1391904/349620.pdf