TPG % Change mil mil Revenues 11,782 11, % Earnings from operations 1,207 1, % EBITA 1,212 1, %

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2 Highlights TPG delivers solid set of results in 2002 TPG has today reported its full year 2002 results Financial highlights Growth of 5.4% in net income from continuing operations, in line with outlook Net income of 599 million (2001: 585 million) Operating cash flow of 1,032 million, an increase of 33% over 2001 Earnings from operations up 7% on revenue growth of 5% Dividend of 0.40 per share, up 5.3% from the previous year CEO Peter Bakker: TPG has again been able to deliver an improved profit performance within our guidance range, notwithstanding the depressed economic climate which persisted throughout the year. Even more importantly, we have generated a significant increase in operating cash flow is likely to be another challenging year and, including the impact of additional pension costs, a low single digit net income growth is expected. Excluding the additional pension costs, we expect net income from continuing operations to show medium to high single digit growth. Our longer term double digit growth target remains. TPG % Change Revenues 11,782 11, % Earnings from operations 1,207 1, % EBITA 1,212 1, % Operating Income (EBIT) 1,058 1, % Net income from continuing operations % Net profit on sale of non-core business % Net income % Net cash provided by operating activities 1, % Net debt (see note 3) 1,404 1, % Earnings per share ( ) % Dividend per share ( ) % Divisional summary mil EBITA 2002 mil Goodwill amortisation mil Operating income mil EBITA 2001 mil Goodwill amortisation mil Operating income Mail 804 (30) (19) 762 Express 253 (59) (57) 110 Logistics 150 (65) (63) 117 Non-allocated items (see note 2) *1,207 (154) 1,053 *1,128 (139) ,212 (154) 1,058 1,156 (139) 1,017 * Earnings from operations Page 2 of 20

3 Report by the Board of Management Group overview TPG has delivered a solid set of results in 2002 which show growth in net income from continuing operations of 5.4%, within the guidance range that was consistently maintained throughout the year. Earnings from operations (aggregated EBITA of the three divisions) grew by 7% on a total revenue growth of 5%. A record operating cash flow of 1,032 million was generated in the year, an increase of 33% over 2001, with almost two thirds of the extra cash coming from improved working capital management. In addition we were able to hold capital expenditure at last year s level. This cash performance has enabled net debt to be reduced by almost 19% to 1.4 billion and an increased dividend to be declared. Review of operations Mail has delivered a strong performance in 2002 in a difficult business environment. The decline in addressed mail volumes in the Netherlands in the latter part of the year has developed in line with our expectations. The underlying decline in the year of 3% was due in part to substitution by electronic media, but it was accelerated by reduced demand for direct mail and data management services as a result of the slow economy. This trend was seen not only in the Netherlands but also across most other European countries. We expect demand for these services to pick up when the economy recovers. Despite these volume trends, the overall operating margin has been maintained and even slightly improved through rigorous and focussed cost management. This is the third consecutive year that our highly efficient cost management approach has overcome the decline in volumes and a modest pricing environment to enable margins to be improved. The Cost Flexibility programme remains firmly on track. The first of the three main components, the Commercial programme, which involves the rationalisation of commercial activities and the retail post office network, is now in roll out phase and already delivering savings. Automated house number sortation, the catalyst for many of the savings in sorting and distribution, has now been agreed with the first new machines to be installed later this year. Agreement with the unions on the third main component, the new labour conditions for the newstyle mail deliverers has now been satisfactorily concluded. The international business continues to expand at a steady pace. In the last two years good progress has been made with the European Mail Networks and Data and Document Management (Cendris) revenues together growing by over half to almost 0.6 billion. In recent months we have expanded our networks in Germany, the Czech Republic and Slovakia and have received a full long term licence to deliver bulk mail in the UK. Express has achieved record earnings and significant operating margin enhancement in the year, which is all the more remarkable given the wider depressed economic conditions particularly in Europe. Our success is attributable to an unrelenting focus on providing the fastest and most reliable service together with a consistent commercial policy universally applied across the division. This strategy has produced profit improvements in all business units in 2002 with the best results coming from those units that have the highest revenue quality yield improvements. The fourth quarter of 2002 was the thirteenth consecutive quarter of positive revenue quality yields. This trend is expected to continue in 2003 and produce further improvements in margins, helped by the return to full year profitability in Australia. Logistics has had a difficult year, marked by a slowdown in the global logistics market as production volumes declined across many sectors. The economic uncertainty has caused outsourcing decisions to take longer or be postponed and has put pressure on our own margins. Despite this difficult background, we achieved a 5.4% organic growth in revenues and have maintained a steady flow of new contract wins and a healthy new business development pipeline. The programme of cost reduction and efficiency initiatives which was put in place at the end of 2002 to improve margins has been drilled down into all logistics business units with central support teams appointed for each initiative to ensure the actions are implemented. Demand for outsourced logistics services remains strong and high single digit growth in the market is expected in the coming years. TPG is well positioned to benefit from this growth by leveraging our global footprint and sector expertise and delivering a consistent and innovative service offering. Financial analysis Net income includes a profit of 14 million on the disposal of non-core business, mainly TPG s shares in TKP, the administrator of TPG pensions in the Netherlands. The profit on disposal has therefore been deducted in arriving at net income from continuing operations in line with previous practice, once more emphasing the quality of our 2002 results. Amortisation of goodwill increased by 10.8% to 154 million mainly as a result of acquisitions made last year. Net financial expense rose by 16.1% mainly due to higher interest rates on the Eurobond issued at the end of 2001 and a number of smaller one-off items. The effective tax rate improved from 36.3% to 35.9%. The significant improvement in cash generation is largely attributable to our value based management programme which, for the first time in 2002, focussed performance measurement on value creation as measured by improvements in economic profit. Page 3 of 20

4 Report by the Board of Management Dividend Significant events in 4 th Quarter 2002 TPG intends to pay a final dividend for 2002 of 0.25, resulting in a full year cash dividend of 0.40 per ordinary share. This represents an increase of 5.3% over the previous year and a pay-out ratio of 31.7%, in line with the current policy range of 30 35%. Pension costs Income Statement An additional gross pension cost of 37 million ( 24 million net of tax) will be charged in the income statement in 2003 compared to the previous year in respect of defined benefit and early retirement schemes. This is due to the deterioration in the capital markets in 2002, and a lower assumed longterm rate of return on pension assets. This additional cost is more favourable than the guidance given at the time of the third quarter results announcement due to lower benefit obligations coming out of the year end actuarial calculations and a slightly improved market value of pension plan assets. Oct 3 Oct 16 Oct 23 Nov 4 Nov 8 Nov 18 Dec 19 Dec 23 Agreement on international express delivery products signed with Portuguese Post Office Pre-arrival TNT Express customs clearance system (PACS) unveiled North American Express services enhanced Direct door to door air express delivery service to and from China launched Acquisition of majority stake in the Dimar Group in Czech Republic and Slovakia Tariff decision of Ministry of Economic Affairs announced Partnership signed with World Food Programme UK long term mail licence received Balance sheet The funded status at the end of 2002 for all defined benefit and early retirement pension schemes is a net underfunding of 473 million compared to 206 million at the end of This consists of an unfunded liability for early retirement schemes of 486 million and a positive funded status of 13 million for the defined benefit pension schemes. Cash flow TPG s Dutch pension funds have reduced the weight of equity investments during 2002 to 35%. Nevertheless due to the current low coverage ratio and stricter guidelines issued by the pensions regulator in the Netherlands, there is an estimated additional cash funding requirement of 110 million in Prospects TPG s performance in 2002 has demonstrated the resilience of its business model and further performance enhancements are again targeted. The economic climate however remains uncertain and there are as yet few signs that a rebound from the current difficult trading environment will happen in the short term. It is expected therefore that 2003 will continue to be challenging. Significant events after year end 2002 Jan 17 Sponsorship of World Press Photo announced Jan 24 Acquisition of Werbeagentur Fischer in German unaddressed mail Feb 3 Contract for outsourcing of KPN logistics activities completed Feb 12 Logistics contract with Pirelli in Germany signed Feb 17 Logistics contract for new Volkswagen Touran in Germany announced Feb 19 Collective labour agreement for new mail deliverers agreed with unions We expect medium to high single digit growth in 2003, in terms of net income from continuing operations and excluding the additional pension costs, barring any further deterioration in global trading conditions. We expect low single digit net income growth in 2003 taking into account the additional pension costs. Our longer term double digit net income growth target remains. Page 4 of 20

5 Strong overall performance with stable operating margin Cost management again outweighs Dutch volume decline Quality of delivery maintained at high level International expansion continues at steady pace Business Highlights Mail % Change Revenues 4,005 3, % EBITA % Operating margin 20.1% 20.0% Mail revenues and earnings grew by 2.8% and 2.9% respectively in the year despite a decline in volumes in the Netherlands. The resulting operating margin improved slightly to 20.1% from 20.0% last year. Continuing tight cost controls in Mail Netherlands operations and the first cost savings from the Commercial part of the Cost Flexibility programme (approximately 7million) have enabled the operating margin to be stabilised year on year. Start-up costs in the year in European Mail Networks and Data and Document Management were 13 million. Provisions made in respect of the Commercial Cost Flexibility programme were more than offset by the impact of successful negotiations on cross border terminal dues. The fourth quarter operating margin improved to 22.1% from 21.4% in the same period last year mainly due to cost savings from the Commercial Cost Flexibility programme and from changes in the parcels organisation. The quality of next day mail delivery in the Netherlands remained stable at above 95% for the full year, in line with the government target. Revenue Analysis % Change Org% Acq% FX% Mail Netherlands 2,785 2, % 0.8% 0% 0% Cross Border % -0.9% 1.8% -1.4% European Mail Networks % 6.6% 11.1% 0% Data & Document Management % 2.3% 19.0% -0.6% Mail 4,005 3, % 1.1% 2.0% -0.3% Mail Netherlands revenues grew in the year by 0.8%. Total addressed mail volumes declined by 0.7% but were more than offset by positive price and mix effects and the successful euro coin distribution project. Addressed mail volumes benefited in the year from the impact of elections and one-off new business. Excluding these two items, addressed mail volumes showed a 3.0% underlying decline. Domestic letter mail volumes fell by 1.2% due to the ongoing decline in letterbox mail and customised bulk mail mainly driven by cost cutting and automation programmes at large clients such as banks. Direct mail volumes remained flat year on year despite an overall decline in printed media expenditures in the Netherlands. Excluding one-off new business, direct mail volumes declined by 4.1%. Other revenues in Mail Netherlands were lower than the previous year due to a reduced level of income from sale of properties. Cross Border revenues fell by 0.5% in the year. The strong position of the euro against the US dollar caused a negative foreign exchange conversion impact of 1.4%. The Spring joint venture achieved organic growth of 6.5% driven primarily by increased European business. Revenues from European Mail Networks increased by 17.7% in the year, of which 11.1% was contributed by acquisitions. Organic growth was negatively impacted by local environmental taxes on unaddressed mail in Belgium. Excluding Belgium, organic revenues grew by 15.5% despite the depressed economic conditions in Europe affecting expenditures on direct mail. Revenues from Data and Document Management (brand name Cendris) grew by 20.7% fuelled by acquisitions including Dimar in the Czech Republic. Data management activities have been affected by depressed direct marketing expenditures in Europe, whereas mailroom revenues continue to show good growth. Page 5 of 20

6 Significant earnings and operating margin enhancements Positive revenue quality yields in all business units Fourth quarter profit in Australia Record levels of on-time delivery performance Business Highlights Express % Change Revenues 4,398 4, % EBITA % Operating margin 5.8% 4.0% Express finished the year strongly, delivering a 6.3% growth in revenues and a 51.5% increase in earnings in the year. The resulting operating margin of 5.8% is a significant improvement from the 4.0% margin recorded last year. Excluding Australia, the operating margin was 6.5% compared to 5.2% last year. All business units achieved solid year on year earnings growth, driven in every case by strong positive revenue quality yields. The fourth quarter operating margin of 9.1% was a significant improvement over the 6.5% margin reported in the same quarter last year. The recovery in the Australia business continues with an overall profit being achieved in the fourth quarter due to reduced costs and improved operational performance. Operating losses for the year were cut back to 10 million compared to 28 million in the previous year. The significant increase in earnings and operating margin is largely due to deployment everywhere of a sensible commercial policy that is focused on winning and keeping profitable small to medium size customers by selling simplified no discount contract rate agreements through a proven sales territory management system. Record levels of on-time delivery performance were achieved in the year and these have provided the foundations for solid profit growth. Capacity in the European air network was increased by approximately 15% in the year whilst average costs remained at a similar level to the previous year. Average fleet utilisation levels were optimised and this has helped to produce better service quality. Revenue Analysis % Change Org% Acq% FX% Express Europe 3,625 3, % 5.6% 2.4% -0.4% Express ROW % 5.7% 0.3% -5.7% Express 4,398 4, % 5.7% 2.0% -1.4% Total Express year on year organic revenue growth was 5.7%. The strongest organic revenue growth areas were France, Asia, the Americas and the Middle East. Revenues obtained from acquisitions (mainly the Bleckmann fashion retail business) added a further 2.0% to revenue growth. This was partly offset by a negative foreign exchange impact of 1.4% arising mainly from the weakening of the UK pound, and various South American and Asian currencies, against the euro. Organic revenue growth in Europe was 5.6% fuelled by a year on year improvement in revenue quality yield of 2.9%. Core consignments grew by 5.3% and core kilos carried increased by 1.8% over the previous year. In the Rest of the World, organic revenue growth was 5.7%. Excluding Australia, where revenues declined year on year, organic growth was 21.4%. Page 6 of 20

7 Business Highlights Logistics Improved organic revenue growth particularly in the second half year Lower earnings due to economic conditions and one-off issues Action plan in place for short term margin protection Healthy business development pipeline maintained % Change Revenues 3,389 3, % EBITA % Operating margin 4.4% 5.8% Logistics revenues grew by 8.4% in the year fuelled by the commencement of new contracts. Earnings however fell by 16.7% due to the combined impact of the economic slowdown, delays in contract start-ups, various specific operational difficulties, and adverse foreign exchange movements. France, now largely overcome, have also added to the pressure on margins. Adverse foreign exchange movements reduced earnings on conversion to euros by 8 million in the year. The depressed economic conditions in 2002 have resulted in a decline in volumes on existing business in many countries, especially the UK, France and Italy. In multi-user environments, this has led to an under-utilisation of warehouse capacity and lower margins. New contracts with an annualised revenue of 563 million were won in 2002 compared to 600 million in the previous year. This slightly lower level of contract wins has mainly resulted from delayed customer outsourcing decisions due to the economic climate. Contract renewals in the year had an annualised revenue of 460 million. Contract terminations amounted to annualised revenues of 195 million. Operational difficulties in the start-up phase of several contracts in the UK have resulted in the non-recovery of certain costs. These problems have now been resolved and tariff structures successfully renegotiated. Integration issues in Revenue Analysis The fourth quarter operating margin declined to 3.3% partly due to the incidence of some of the one-off costs mentioned above together with a high level of contract start-up costs in North America. Due to the continued pressure on margins, a detailed action plan has been instigated consisting of a series of cost and business development initiatives designed to improve margins in the short term. These include overhead reduction programmes, best practice implementation and improvements in key account and sector management structures. The value of the total business development pipeline at the end of the year remains healthy at 1.75 billion, similar to the position at the end of the third quarter. The higher certainty element of the pipeline has increased to 0.4 billion from just under 0.3 billion at the end of the third quarter % Change Org% Acq% FX% Logistics 3,389 3, % 5.4% 6.1% -3.1% Organic revenue growth in the year was 5.4% with the second half ending more strongly with organic growth of over 8% in line with expectations. New contracts added 10.9% growth and the volume/mix effect from existing business added a further 1.3%. This was offset by a loss of 6.8% from terminated contracts. Acquisitions (primarily Transports Nicolas in France and TNT DFDS Transport in the Nordic region) contributed 6.1% to the total revenue growth. Adverse foreign exchange movements reduced overall revenue growth by 3.1%. Revenues in Europe increased by 13.9 %. North America revenues fell by 8.1% due to a negative foreign exchange conversion to Euros and the impact of the termination of a joint venture in the first half year. Strong growth in revenues was achieved in the rest of the world, particularly China, Asia and Australia. Page 7 of 20

8 Quarterly information - Group Euro Million Q Q Q Q Q Q Q Q Group Revenues 2,776 2,787 2,642 3,013 2,898 2,899 2,805 3,180 Earnings from operations Non-allocated items (note 2) 87 (22) 4 (41) (5) (10) 8 12 EBITA Goodwill amortisation (33) (35) (34) (37) (38) (38) (39) (39) Operating Income (EBIT) Financial income and expenses (30) (26) (29) (8) (27) (25) (31) (25) Income taxes (105) (70) (56) (104) (85) (81) (60) (115) Results from affiliates (2) 2 (1) (3) (1) (1) Minority interests (3) (3) (2) Net Income Net profit on sale of non-core business (note 3) (28) (5) 3 (14) Net Income from continuing operations Average number of shares (mil) Earnings per share ( ) Net cash provided by operating activities Capital expenditure on property, plant and equipment and other intangible assets Disposals of property, plant and equipment and other intangible assets (65) (114) (155) (147) (79) (130) (111) (152) Free cash flow 264 (53) Number of employees 131, , , , , , , ,365 Full time equivalent employees 103, , , , , , , ,444 Page 8 of 20

9 Quarterly information - Mail Euro Million Q Q Q Q Q Q Q Q Mail Mail Netherlands Revenues Growth % 1.5% 0.2% 4.4% 4.7% 3.9% 1.5% 1.8% -3.2% Organic 1.5% 0.2% 4.4% 4.7% 3.9% 1.5% 1.8% -3.2% Acquisition 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% Fx 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% Addressed mail pieces (mil) 1,393 1,328 1,225 1,618 1,412 1,333 1,201 1,575 Working days Cross Border Revenues Growth % -3.0% -2.5% 3.2% 2.3% 1.2% -1.3% -3.1% 1.1% Organic -4.1% -1.4% 1.3% 1.1% -3.9% -2.5% -1.2% 3.4% Acquisition 0.0% 0.0% 3.2% -0.6% 3.9% 3.7% 0.0% 0.0% Fx 1.1% -1.1% -1.3% 1.8% 1.2% -2.5% -1.9% -2.3% European Networks Revenues Growth % 3.6% 39.3% 42.3% 45.5% 49.1% 12.8% 16.2% 4.2% Organic -5.5% 8.6% 0.2% 0.3% 16.9% 3.0% 0.0% 8.4% Acquisition 9.1% 30.7% 43.2% 45.8% 31.8% 10.1% 16.2% -4.2% Fx 0.0% 0.0% -1.1% -0.6% 0.4% -0.3% 0.0% 0.0% Data & Doc Management Revenues Growth % 6.1% 18.9% 48.4% 53.1% 42.9% 13.6% 0.0% 30.6% Organic 6.1% -3.6% 6.4% 10.3% 4.6% 0.9% -4.3% 8.1% Acquisition 0.0% 22.5% 42.0% 42.8% 38.3% 12.7% 4.3% 24.5% Fx 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% -2.0% Total Mail Revenues ,123 1, ,118 Growth % 1.0% 2.9% 8.2% 8.4% 7.7% 2.6% 2.0% -0.4% Organic 0.3% 0.3% 4.0% 4.0% 3.5% 0.9% 0.7% -0.7% Acquisition 0.5% 2.8% 4.9% 4.1% 4.0% 2.1% 1.6% 0.7% Fx 0.2% -0.2% -0.7% 0.3% 0.2% -0.4% -0.3% -0.4% Earnings from operations Operating margin 22.2% 20.2% 16.0% 21.4% 21.6% 20.3% 15.7% 22.1% Goodwill amortisation (4) (5) (4) (6) (7) (8) (6) (9) Operating income (EBIT) Page 9 of 20

10 Quarterly information - Express Euro Million Q Q Q Q Q Q Q Q Express Express Europe Revenues Growth % 5.8% 3.3% 1.6% -2.3% 6.3% 7.5% 8.8% 7.9% Organic 6.1% 4.2% 3.7% -2.0% 2.3% 6.9% 6.1% 7.3% Acquisition 0.6% -1.3% -1.1% -0.1% 3.0% 1.9% 2.8% 1.8% Fx -0.9% 0.4% -1.0% -0.2% 1.0% -1.3% -0.1% -1.2% Core consignments (mil) Core kilos (mil) Core revenue quality yield improvement 7.5% 5.7% 2.8% 2.2% 2.0% 2.4% 2.8% 4.3% Express ROW Revenues Growth % -4.6% -3.4% -13.1% -11.8% -1.6% -1.5% -1.0% 5.1% Organic 1.0% 1.2% -4.6% -7.1% -4.8% 5.0% 7.4% 14.9% Acquisition 0.0% 0.0% 0.2% 0.1% 0.5% 0.0% 0.5% 0.0% Fx -5.6% -4.6% -8.7% -4.8% 2.7% -6.5% -8.9% -9.8% Total Express Revenues 1,025 1,035 1,002 1,077 1,075 1,095 1,071 1,157 Growth % 3.7% 2.0% -1.6% -4.2% 4.9% 5.8% 6.9% 7.4% Organic 5.1% 3.6% 2.0% -3.0% 1.1% 6.6% 6.3% 8.6% Acquisition 0.5% -1.0% -0.9% -0.1% 2.5% 1.5% 2.4% 1.6% Fx -1.9% -0.6% -2.7% -1.1% 1.3% -2.3% -1.8% -2.8% Working days Earnings from operations Operating margin 3.3% 3.8% 2.4% 6.5% 3.9% 5.9% 3.8% 9.1% Goodwill amortisation (14) (14) (15) (14) (14) (15) (15) (15) Operating Income (EBIT) Page 10 of 20

11 Quarterly information - Logistics Euro Million Q Q Q Q Q Q Q Q Logistics Revenues Growth % 69.1% 72.7% 43.5% 10.2% 13.3% 3.6% 9.3% 8.2% Organic 17.5% 11.5% 10.9% 2.3% 4.4% 0.8% 7.0% 8.9% Acquisition 53.6% 61.5% 36.2% 7.7% 7.1% 6.9% 6.3% 4.8% Fx -2.0% -0.3% -3.6% 0.2% 1.8% -4.1% -4.0% -5.5% Revenue by geography: Europe North America ROW Revenues by sector: Automotive Tyres FMCG Hi-tech electronics Publishing / media Other Earnings from operations Operating margin 4.8% 6.1% 5.6% 6.4% 4.7% 5.3% 4.5% 3.3% Goodwill amortisation (15) (16) (16) (16) (17) (16) (16) (16) Operating Income (EBIT) Page 11 of 20

12 Consolidated statements of income Net sales 11,662 10,979 Other operating revenues Total operating revenues 11,782 11,218 Salaries and social security contributions (4,027) (3,836) Depreciation, amortisation and impairments (490) (437) Other operating expenses (6,207) (5,928) Total operating expenses (10,724) (10,201) Operating income 1,058 1,017 Financial income and expenses (108) (93) Income before income taxes Income taxes (341) (335) Results from investments in affiliated companies (5) (1) Minority Interests (5) (3) Net income Effective tax rate 35.9% 36.3% Net income per ordinary share and per ADS ¹ (in ) Net income per diluted ordinary share and per ADS ² (in ) ) Based on the average amount of 475,021,075 ordinary shares, including ADS (2001: 475,008,754) 2) Based on the average amount of 475,022,482 diluted ordinary shares, including ADS (2001: 475,084,174) Page 12 of 20

13 Consolidated cash flow statements After proposed appropriation of net income * Net income Depreciation, amortisation and impairments Changes in pension liabilities (111) (92) Changes in other provisions (14) (89) Changes in deferred taxes (16) 4 Changes in working capital 84 (72) Net cash provided by operating activities 1, Acquisition of group companies (128) (229) Disposal of group companies 4 Acquisition of affiliated companies (11) (101) Disposal of affiliated companies 10 5 Capital expenditure on property, plant and equipment (398) (454) Capital expenditure on intangible assets (74) (27) Disposals of property, plant and equipment Disposals of intangible assets Changes in other financial fixed assets 12 (47) Changes in minority interests 4 5 Net cash used in investing activities (518) (698) Changes in shareholders' equity (189) (184) Long-term liabilities acquired 63 1,247 Long-term liabilities repaid (67) (65) Changes in short-term bank debt (405) (873) Net cash used by financing activities (598) 125 Changes in cash and cash equivalents (84) 200 Cash and cash equivalents at beginning of period Exchange rate differences on cash items (18) Cash and cash equivalents from acquisition and disposal of group companies 8 1 Changes in cash and cash equivalents (84) 200 Cash and cash equivalents at end of period * Reclassifications have been made to increase comparability with current year presentation of other intangible assets separate from property, plant and equipment. Page 13 of 20

14 Consolidated balance sheets After proposed appropriation of net income * Assets Fixed assets Intangible assets 2,766 2,847 Property plant and equipment 2,130 2,117 Financial fixed assets Total fixed assets 5,573 5,587 Current assets Inventory Accounts receivable/prepayments 2,280 2,360 Cash and cash equivalents Total current assets 2,693 2,867 Total assets 8,266 8,454 Group equity Shareholders' equity 2,842 2,486 Minority interests Total group equity 2,860 2,499 Provisions Retirement schemes Deferred tax liabilities Other provisions Total provisions Pension liability Liabilities Interest bearing liabilities 1,761 2,180 Non Interest bearing liabilities 2,609 2,602 Total liabilities 4,370 4,782 Total liabilities and group equity 8,266 8,454 * Reclassifications have been made to increase comparability with current year presentation of other intangible assets separate from property, plant and equipment. Page 14 of 20

15 Additional information Capital expenditure on property, plant and equipment and other intangible assets Mail Express Logistics Corporate 3 2 Total Movement in shareholders equity Opening balance at 1 January 2,486 2,082 Net income for the period Cash dividend (190) (181) Stock dividend 30 Foreign exchange effects (54) (33) Repurchase of shares 3 Other 1 Balance at 31 December 2,842 2,486 Page 15 of 20

16 US GAAP Statement Net Income Net income under Dutch GAAP Adjustments for: Employment schemes (12) (80) Goodwill amortisation Other intangible assets amortisation (2) - Financial instruments (11) - Real estate sale (16) - Sale and leaseback transaction (4) - Depreciation on restoration of previously recognised impairments 4 4 Depreciation of capitalised software (10) (12) Long-term contract incentive payment (6) - Pension curtailment gain 2 - Tax effect of adjustments 19 (16) Net Income under US GAAP Net income per ordinary share and per ADS 1 (in Euro) Net income per diluted ordinary share and per ADS 2 (in Euro) ) Based on the average amount of 475,021,075 ordinary shares, including ADS (2001: 475,008,754) 2) Based on the average amount of 475,022,482 diluted ordinary shares, including ADS (2001: 475,084,174) Shareholders Equity At 31 December Shareholders equity under Dutch GAAP 2,842 2,486 Adjustments for: Employment schemes Dividend Goodwill 91 (63) Other intangible assets amortisation (2) - Financial instruments (20) - Real estate sale (16) - Sale and leaseback transaction (4) - Restoration of previously recognised impairments, net of depreciation (11) (15) Capitalised software - 10 Long-term contract incentive payment (6) - Pension curtailment gain 2 - Deferred taxes on adjustments (37) (56) Shareholders equity under US GAAP 3,110 2,640 Page 16 of 20

17 Notes to the financial statements 1. Accounting policies Accounting policies have remained unchanged in the year to 31 December Non-allocated items The amount of profit (loss) relating to non-allocated items is as follows: 2002 mil 2001 mil Profit on sale of non-core business Sale of exceptional real estate - 78 Australia restructuring - (30) Other non-allocated costs (9) (46) Total non-allocated items Net debt Net debt is calculated as follows: 2002 mil 2001 mil Interest bearing liabilities 1,761 2,180 Cash and cash equivalents (357) (451) Net debt 1,404 1, Composition of the Group There have been no material changes in the composition of the Group during the year to 31 December Employees Total number of employees at 31 December 2002 was 150,365 compared to 138,563 at 31 December Page 17 of 20

18 Financial Calendar 2003 Financial Calendar Tuesday 1 April Annual General Meeting of Shareholders Thursday 3 April Ex-dividend listing of TPG shares Friday 11 April Payment of final dividend Friday 25 April Publication of 2003 first quarter results Monday 4 August Publication of 2003 first half year results Wednesday 6 August Ex-dividend listing of TPG shares Wednesday 13 August Payment of interim dividend Monday 27 October Publication of 2003 third quarter results Financial Calendar 2004 Thursday 19 February Wednesday 7 April Tuesday 13 April Wednesday 21 April Publication of 2003 full year results Annual General Meeting of Shareholders Ex-dividend listing of TPG shares Payment of final dividend Page 18 of 20

19 Contact Information Jon Downing Director of Investor Relations Contact: Phone Fax Emilie de Weert Manager of Investor Relations Contact: Phone Fax Tanno Massar Director of Media Relations Contact: Phone Fax Published by: TPG N.V. Neptunusstraat JA Hoofddorp P.O. Box KG Amsterdam Phone Fax Internet Responsible for content and editing: TPG Investor Relations Page 19 of 20

20 Forward-looking statements warning and safe harbour statement under the Private Securities Litigation Reform Act of 1995 Certain information contained in this press release is forward looking. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. In addition to the assumptions specifically mentioned in this press release, there are a number of other factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. Although not exhaustive, the following factors could cause such differences: substitution of alternative methods for delivering information for TPG s Mail and Express services; regulatory changes leading to further liberalisation in the Dutch and European postal markets, including changes resulting from pending proceedings with the Dutch regulator; intensifying competition in the mail, express and logistics businesses; decisions of competition authorities regarding proposed joint ventures or acquisitions; costs of complying with governmental regulations; general economic conditions, government and regulatory policies, and business conditions in the markets served by us, including adverse impacts of terrorist attacks, anthrax incidents and war or the outbreak of hostilities on the world and the U.S. economies and TPG s Mail, Express and Logistics businesses and potentially higher operating costs; higher costs of insurance coverage for future claims caused by acts of war, terrorism, sabotage, hijacking and other similar perils; impact of the current economic downturn and other risks and trends in the world economy and the timing, speed and magnitude of any economic recovery; ability to achieve cost-savings and realise productivity improvements and the success of investments, joint ventures and alliances; fluctuations in fuel costs; changes in currency and interest rates; increased price transparency resulting from the adoption of the euro; changes in TPG s credit rating and their impact on TPG s financing costs and requirements; changes in TPG s relationship with the State of the Netherlands; limited back-up facilities in the event of major disruptions at key sites; incidents resulting from the transport of hazardous materials; mismatches between TPG s investment in infrastructure (aircraft, depots and trucks) and actual market growth or increases in market share) or between infrastructure requirements and capacity; strikes, work stoppages and work slowdowns and increases in employee costs; costs of completing acquisitions or divestitures and integrating newly acquired businesses; and changes to the international conventions regarding the limitation of liability for the carriage of goods. These factors and other factors that could affect these forward-looking statements are described in TPG s annual report on Form 20-F and TPG s other reports filed with the United States Securities and Exchange Commission. TPG disclaims any obligation to publicly update or revise these forward-looking statements, whether to reflect new information or future events or circumstances or otherwise. Page 20 of 20