AEGON To Issue $1.5 Billion In Stock To Fund J.C. Penney Acquisition

May 31, 2001

Holland’s AEGON N.V. announced that it will issue 55 million new ordinary shares, thereby increasing its capital by around 4 percent, in order to raise an estimated $1.5 billion “to finance the acquisition of the Direct Marketing Services operations of

J.C. Penney Company, Inc.”

The amount of the issue and the funds to be raised are greater than AEGON had indicated when it agreed to purchase the J.C. Penney unit last March for $1.3 billion. Company spokesmen noted that it was simply taking this opportunity to strengthen its equity.

The new shares, which aren’t subject to preemptive rights, will be marketed through a consortium of international banks, and will not be registered with the SEC or offered for sale in the U.S.

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