Randstad N.V. — M&A Activity 2008

Apr 22, 2008

This press release may not be published, distributed, diffused or otherwise sent into the United States of America, Japan, Australia or Canada. This press release does not constitute an extension into the United States of America, Japan, Australia or Canada of the offer mentioned in this press release. This press release does not constitute or form part of an offer to sell securities or the solicitation of an offer to buy securities.

Amsterdam, April 22, 2008

PRESS RELEASE

Proposed integration structure in the Benelux

On April 1, 2008, Randstad Holding and Vedior announced that Randstad has launched its recommended mixed cash and share exchange offer to all holders of issued and outstanding shares with a nominal value of EUR 0.05 each in the share capital of Vedior. On April 17, 2008, Randstad Holding and Vedior received the approval of the European Commission regarding the merger of the two companies. On April 23, 2008, Randstad Holding is hosting an Extraordinary Meeting of Shareholders to ask for approval of the Offer by Randstad shareholders. The Offer wil also be discussed at the General Meeting of Shareholders of Vedior on April 25, 2008.

Following clearance from the European Commission, social partners in the Netherlands and works councils in Belgium are being consulted, and works councils in the Netherlands are asked to advise on the proposed structure in the respective countries. In addition, the implementation of this structure is subject to the offer being declared unconditional as well as relevant board approvals when plans are finalized. The key elements of the proposed new structure are:

• In the Benelux, Tempo-Team will be positioned as a second strong and independent brand next to market leader Randstad, which is in line with the Randstad brand philosophy. The ambition of this second brand is to present a strong alternative to Randstad in the entire Benelux market.
• In Belgium & Luxembourg the mass-customized activities of Vedior will be migrated over time towards the Tempo-Team brand and positioning. In the Netherlands, the mass-customized activities of Vedior will be joined with the Tempo-Team organization and brand. A new international Tempo-Team brand will be built, benefiting from the joint methods of brand management that have been developed for the Randstad brand, yielding to significant synergies and enhanced effectiveness.
• Dactylo in the Netherlands will be joined with the Randstad organization and brand. Its focus on the segment of small and mid-sized clients is a valuable addition to the Randstad portfolio.
• To enhance service and efficiency, existing shared service centers in the Netherlands will be combined. The same path will be followed in Belgium and Luxembourg.
• In Belgium the specialists/professionals activities of Expectra will be combined with existing activities within the Randstad and the new Tempo-Team organization. Other Vedior specialist/professional labels in the Benelux will continue to do business as they do today, although reporting lines may change to reflect the new situation.

Tex Gunning, Vedior's Chief Executive and Integration Leader said, "The future of Vedior and Randstad in the Benelux is promising and full of opportunities for our people. We decided to draw a blueprint of the future combined organization in the Benelux as soon as possible and not to wait for the transaction to be closed. At the same time, this pro active approach offered Vedior the opportunity to successfully include a number of its strengths into the blueprint, such as the introduction of a second mass-customized organization and brand in Belgium."

By joining forces, Randstad & Vedior will become the worldwide no 2 in the HR services industry, with the most balanced geographical spread and the broadest service portfolio. In the Benelux there will be a denser network and a stronger cooperation than before between the countries. This will lead to better service options and better local coverage. It also improves the scope for innovative new services in the future.

In other countries where Randstad and Vedior are both active, country integration teams including representatives of both companies are still in the process of finalizing their integration plans. In several cases these also need to be discussed with local social partners. As such, these plans can only be made public at a later stage.

Timetable

• 23 April 2008: Extraordinary Meeting of Shareholders of Randstad Holding
• 25 April 2008: General Meeting of Shareholders of Vedior and publication first quarter financial results 2008 of Vedior
• 25 April 2008: Publication first quarter financial results 2008 of Randstad Holding (postponed from 23 April 2008)
• 7 May 2008: Annual General Meeting of Shareholders of Randstad Holding
• 9 May 2008 at 17:30 hours, Amsterdam time: Acceptance Closing Date under the offer (unless extended).

Enquiries

Randstad Holding

Bart Gianotten (investor relations) and Machteld Merens (media relations) Phone: +31 (0)20 569 56 23

Vedior

Jelle Miedema (company secretary) Phone: +31 (0)20 573 56 09

Randstad Profile

Randstad is the third largest staffing company in the world by revenue. The company offers a wide range of services that covers almost every aspect of HR services, from staffing, which includes finding temporary personnel (flexworkers and interim professionals) and permanent employees for clients, to the provision of a whole range of specialist services, such as HR consultancy and the management of HR processes. Randstad has close to 17,570 employees and 2,886 branches and inhouse locations in 20 countries around the world, primarily in Europe and North America. Randstad generated € 9.2 billion in revenues and € 554 million in EBITA in 2007. Randstad was founded in 1960 and is headquartered in Diemen, the Netherlands.

Vedior Profile

Vedior is the fourth largest recruitment company in the world by revenue. Vedior is a full-service recruitment provider with a diversified portfolio of brands targeting a broad range of industry sectors. The company has a global network of offices spanning Europe, North America, Australasia, Asia, Latin America and Africa. Vedior offers temporary and permanent recruitment as well as a number of complementary employment-related services such as outplacement, HR outsourcing, payrolling and training. Vedior has a leading market position in the provision of professionals/executive recruitment in sectors such as information technology, healthcare, accounting, engineering and education. Vedior has a more diverse portfolio of recruitment services than any other recruitment company. Vedior has 15,933 employees and 2,530 branches in 52 countries around the world. In 2007, Vedior generated € 8.4 billion in revenue and € 369 million EBITA (excluding non-recurring items). Vedior is headquartered in Amsterdam, the Netherlands.

This press release may not be published, distributed, diffused or otherwise sent into the United States of America, Japan, Australia or Canada. This press release does not constitute an extension into the United States of America, Japan, Australia or Canada of the offer mentioned in this press release. This press release does not constitute or form part of an offer to sell securities or the solicitation of an offer to buy securities.