FORM
6-K
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_________________
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For
May
30, 2007
Commission
File Number: 001-14624
ABN
AMRO HOLDING N.V.
Gustav
Mahlerlaan 10
1082
PP
Amsterdam
The
Netherlands
________________________________________________
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
| Form 20-F X | Form 40-F |
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1):
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7):
Indicate
by check mark whether the registrant by furnishing the information contained
in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
| Yes | No X |
If
“Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- _____
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|
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Amsterdam,
30 May
2007
ABN
AMRO
offer update
ABN
AMRO
acknowledges receipt of the proposed offer made by Fortis, RBS and Santander
(the "Consortium"), details of which have been published on 29 May 2007
by the
Consortium.
The
Managing Board and the Supervisory Board will carefully consider the
proposed
offer and examine its implications for ABN AMRO, its shareholders and
all other
stakeholders. In doing so, both boards will comply with their fiduciary
responsibilities under Dutch law and with ABN AMRO's contractual obligations
towards both Barclays plc and Bank of America Corporation.
In
response to the announcement by the Consortium, the Supervisory Board
has formed
a Transaction Committee (the "Transaction Committee") composed of the
members of
the Special Committee, being Arthur Martinez, chairman of the Supervisory
Board,
André Olijslager, vice-chairman of the Supervisory Board and Rob van den
Bergh.
The
Transaction Committee will liaise with the Managing Board and key staff
and
advisers of the Bank on an ongoing basis on all matters with respect
to the
recommended offer by Barclays Plc. for ABN AMRO as announced on 23 April
2007
and with respect to the proposed offer as announced on 29 May 2007 by
the
Consortium of Royal Bank of Scotland, Banco Santander and Fortis. The
Transaction Committee will operate in all respects so as to enable the
Supervisory Board to take on an informed basis and with the help of its
own
independent
financial and legal advisers the appropriate decisions with due
consideration of the interests of the Bank and its stakeholders.
The
Managing Board of ABN AMRO welcomes the initiative of the Supervisory
Board to
further increase its involvement with the principal issues on the Managing
Board
agenda and believes this initiative to be in the interest of the Bank
and all
stakeholders.
Press
contact: +31
20 6288900
IR
contact: +31 20 6287835
This
is an announcement pursuant to article 9b paragraph 1 of the Dutch Securities
Markets Supervision Decree (Besluit toezicht effectenverkeer
1995).
This
document shall not constitute an offer to sell or the solicitation of
an offer
to buy any securities, nor shall there be any sale of securities, in
any
jurisdiction in which such offer, solicitation or sale would be unlawful
prior
to registration or qualification under the securities laws of any such
jurisdiction.
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Press
Relations Department
Head
Office:
Gustav Mahlerlaan 10 (HQ 9140), 1082 PP Amsterdam, tel. +31
(0)20 6288900,
fax +31 (0)20 6295486
London
Office:
250 Bishopsgate, London EC2M 4AA, tel. +44 207 6788244, fax
+44 207
6788245
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Cautionary
statement regarding forward-looking statements
This
announcement contains forward-looking statements. Forward-looking
statements are
statements that are not historical facts, including statements
about our beliefs
and expectations. Any statementin this announcement that expresses
or implies
our intentions, beliefs, expectations or predictions (and the assumptions
underlying them) is a forward-looking statement. These statements
are based on
plans, estimates and projections, as they are currently available
to the
management of ABN AMRO Holding N.V. ("ABN AMRO"). Forward-looking
statements
therefore speak only as of the date they are made, and we take
no obligation to
update publicly any of them in light of new information or future
events.
Forward-looking
statements involve inherent risks and uncertainties. A number of
important
factors could therefore cause actual future results to differ materially
from
those expressed or implied in any forward looking statement. Such
factors
include, without limitation, the consummation of our proposed merger
with
Barclays PLC ("Barclays"); the completion of our proposed disposition
of
LaSalle; the conditions in the financial markets in Europe, the
United States,
Brazil and elsewhere from which we derive a substantial portion
of our trading
revenues; potential defaults of borrowers or trading counterparties;
the
implementation of our restructuring including the envisaged reduction
in
headcount; the reliability of our risk management policies, procedures
and
methods; the outcome of ongoing criminal investigations and other
regulatory
initiatives related to compliance matters in the United States
and the nature
and severity of any sanctions imposed; and other risks referenced
in our filings
with the US Securities and Exchange Commission. For more information
on these
and other factors, please refer to Part I: Item 3.D "Risk Factors"
in our Annual
Report on Form 20-F filed with the US Securities and Exchange Commission
and to
any subsequent reports furnished or filed by us with the US Securities
and
Exchange Commission. The forward-looking statements contained in
this
announcement are made as of the date hereof, and the companies
assume no
obligation to update any of the forward-looking statements contained
in this
announcement.
Additional
Information and Where to Find it
In
connection with the proposed business combination transaction between
Barclays
and ABN AMRO, Barclays expects that it will file with the US Securities
and
Exchange Commission a Registration Statement on Form F-4 which
will contain a
prospectus, a Tender Offer Statement on Schedule TO and other relevant
materials. In addition, ABN AMRO expects that it will file with
the US
Securities and Exchange Commission a Solicitation/Recommendation
Statement on
Schedule 14D-9 and other relevant materials. Such documents, however,
are not
currently available.
INVESTORS
ARE URGED TO READ ANY DOCUMENTS REGARDING THE POTENTIAL TRANSACTION
IF AND WHEN
THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION.
Investors
will be able to obtain a free copy of such filings without charge,
at the SEC's
website (http://www.sec.gov) once such documents are filed with
the SEC. Copies
of such documents may also be obtained from Barclays and ABN AMRO,
without charge, once they are filed with the SEC.
The
publication and distribution of this document and any separate
documentation
regarding the intended Offer, the making of the intended Offer
and the issuance
and offering of shares may, in some jurisdictions, be restricted
by law.
This
document is not being published and the intended Offer is not being
made,
directly or indirectly, in or into any jurisdiction in which the
publication of
this announcement and the making of the intended Offer would not
be in
compliance with the laws of that jurisdiction. Persons who come
into possession
of this announcement should inform themselves of and observe any
of these
restrictions. Any failure to comply with these restrictions may
constitute a
violation of the securities laws of that jurisdiction.
Signatures
Pursuant
to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report
to
be signed on its behalf by the undersigned, thereunto duly authorized.
| ABN AMRO HOLDING N.V. | |||
| Date: May 30, 2007 | By: | /s/ Petri Hofste | |
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| Name: | Petri Hofste | ||
| Title: | Group Accounting Officer | ||
| By: | /s/ Willem Nagtglas Versteeg | ||
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| Name: | Willem Nagtglas Versteeg | ||
| Title: | Company Secretary | ||