Q4 & Full Year 2009 ResultsPress Presentation

Peter Bakker, CEO

Henk van Dalen, CFO

22 February 2010

2

2009 highlights: weathering the stormGroup• Challenging economic circumstances, with signs of improvement in the second half• Tight control of costs and cash

• Cash flow strong, over € 1 billion • Full-year cost-savings of € 527 million

• Underlying operating income € 896 million• Dividend pay-out over 2009 ~40% of normalised net income• Vision 2015 announced

Express• Q4 underlying operating margin above 2008 levels for the first time in 2009• Emerging Platforms showing good growth• Cost savings aggressively and effectively pursued: € 428 million for the full year

Mail• Volume decline addressed mail in line with trend• Master plan savings at € 84 million• In-principle CLA reached, union members consultation outcome mid-March• EMN impairments € 146 million

3

Full year ‘underlying’ results

ChangeFY 2008FY 2009

10.1%9231,016Net cash from operating activities

1,141

1,496

11,152

Underlying

FY 2008*

-21.5%

-17.0%

-5.3%

Change

1,241EBITDA

896Operating income (EBIT)

10,566Revenues

Underlying

FY 2009*€ millions

* The underlying figures over 2009 are at constant currency and both 2008 and 2009 exclude the impact of various one-off charges

4

Cost savings 2009

Express

Mail

Head Office

Total savings 2009 € 527 million

2009 savings:

€ 428 million

2009 savings:

€ 84 million

2009 savings:

€ 15 million

2,545 employees

4,377 employees

5

TNT has responded well to the economic crisis

296324

209

312

174206 194

322

Net cash from operating activities

35297410157

Q4Q1 Q3Q2

Underlying EBIT development 2009In € million

-41% -36% -7% +3%

20082009

6

Cost savings ahead of volume decline

Core volumes started to rebound in Q3 2009

Further strengthening Emerging Platforms

Improved underlying results Q4 year-on-year

Express summary

6

7

Challenging economic environment, further signs of improvement in Q4Strong pricing pressureOperating focus on high service levels while reducing costs by € 428 million (excl. fuel)

3,1762,894

2,814

3,330 3,323

3,142

HY1 2008 HY1 2009 HY2 2008 HY2 2009

Revenues € millions EBIT € millions

Express

Operational summary full year

Reported Underlying

183

99187

49

259

144117

HY1 2008 HY1 2009 HY2 2008 HY2 2009

Aggressively pursued cost savings

* The underlying figures over 2009 are at constant currency and both 2008 and 2009 exclude the impact of various one-off charges

8

Volume development 2009 versus 2008Core kilos, year-on-year change, in %

Express volumes versus 2008

Core volumes exclude Special Services, Hoau, Mercúrio, Araçatuba and LIT Cargo

-35%-30%-25%-20%-15%-10%-5%0%5%

10%15%15%

10%5%0%

-5%-10%-15%-20%-45%-50%-55%

Weeks 1–2 Weeks 3–26 Weeks 27–39 Weeks 40–53

AirRoad

9

Mail summary

9

In-principle collective labour agreement, union members to vote in March

Start realisation value opportunities EMN

German Federal Administrative Court:

minimum wage Germany not binding

Good growth Emerging Mail & Parcels

10

Addressed mail volume decline in line with trend (-4.7%)Revenues in line with previous yearStrong Master plan savings€ 146 million impairments in EMN

Mail

Operational summary full year

2,1902,076

2,046

2,077

2,170

2,168

HY1 2008 HY1 2009 HY2 2008 HY2 2009

Revenues € millions EBIT € millions

348 344374

299288367

173

266

HY1 2008 HY1 2009 HY2 2008 HY2 2009

Reported Underlying* The underlying figures over 2009 are at constant currency and both 2008 and 2009 exclude the impact of various one-off charges

11

Group summary

11

Corporate responsibility performance integrated in annual report

Group recognitions

Management remuneration lowered

CO2 target communicated

12

2009: Pakistan, Indonesia and the Philippines2010: Haiti

WFP hands-on support

Super sector leader for the third consecutive time

Dow Jones Sustainability Index

Fatalities 2009: 34 (2008: 58)

Health & Safety

2020 objective set

CO2 emission

Corporate responsibility

13

2007 2020

Objective: improve CO2 efficiency by 45% in 2020

Renewableenergy

Electric vehiclesBio-fuels

City logistics

Bio-fuels

Innovation

Continuous improvement in CO2 efficiency

Best practicesCO2 index

-45%

13

14

New proposed remuneration policy 2010 for Board of Management

Basis: transparency and consistency

Levels of base salary frozen at 2009 actual levels for 2010 – 2012

Proposed variable compensation scheme- Rolling plan, both short and long term components- Maximum of 100% of base salary- Multi stakeholder approach- 50% deferred payments

Implies total remuneration reduction in maximum of total income compared to current policy:

- 33% CEO- 24.5% Board of Management

15

Group recognitions

Overall leader in the Dow Jones Sustainability Index

Clinton Global Initiative Corporate Citizenship award

13th in Fortune’s Global Ranking of Top Companies for Leaders

Dutch award for best annual report Henri Sijthoff prize

One of only 43 companies worldwide with a maximum score on corporate governance as measured by GovernanceMetrics International

Institutional Investor award 2009 and IR Magazine Award 2009

2010 Outlook & Agenda

17

-10%

0%10%

20%

30%

40%50%

60%

Express 2010 volumes

Core volumes exclude Special Services, Hoau, Mercúrio, Araçatuba and LIT Cargo

Volume development weeks 1 – 6Core kilos, year-on-year change, in %

• Volumes develop well in weeks 3 – 6, however:

• Pricing environment

• Cost inflation

AirRoad

2010 versus 2007

Weeks 1, 2 Weeks 3-6

2010 versus 2009

Weeks 1, 2 Weeks 3-6

140%

130%

120%

30%

20%

-10%

0%

10%

18

Main CLA 1 April 2009 – 31 December 2011

Social plan to 31 December 2012

In-principle agreement on CLA and social plan

Union members consultation outcome mid-March

1 January 2010 pay increase of 0.7%1 January 2011 pay increase of 1.0%1 October 2011 pay increase of 0.2%

Stimulating voluntary redundancyAdditional financial incentives for employees over 50 years for voluntary leaveSpecial arrangements employees over 55 years old

Separate CLAs to be negotiated to take effect on 1 April 2010

TNT Post

TNT Express – TNT Post Parcel Service

Joint working group of TNT Post and trade unions to explore a future-proof pension scheme for TNT Post

19

2010 Agenda

Volume growth and price / yield focusContinue cost savingsContinue growth Emerging Platforms

Realisation CLAMaster plan efficiency plans in the NetherlandsValue realisation EMN

Implementation five focus areas Vision 2015Group wide focus on cash

19

Express

Mail

Group

20

Implementation Vision 2015 started

1 2 3 4 5Emerging PlatformsEmerging Platforms SDSSDSParcels Freight Mail NL EMN

Cost leadership & customer focus

21

EMN value realisation

SoldAddressed Mail AustriaUnaddressed GermanyTelemarketing Czech Republic

PartnershipsMail alliance with German publishersMinimum wage abolished in Germany

Further partnerships / disposals are being prepared

21

22

Strong internal launch of Vision 2015

Senior project directors on dedicated project groups

Focus on profitable growth

+Thorough and full speed implementation started

Preparation Mail (NL) for partnerships

Acquisition TopPak

Implementation five focus areas Vision 2015

22

23

General

TNT sees early signs of a somewhat improving trend in the economy, but remains cautious on the continuation of the economic recovery

More specific

Express volumes, revenues and results are expected to be above 2009 levels with continued pressure on price

Mail volumes and results are expected to be below 2009 levels

Structural cost savings € 200 million in 2010 targeted

Continuous focus on cost and cash remains essential

Outlook 2010

Henk van Dalen, CFO

22 February 2010

Q4 & Full Year 2009 Results

25

Statement of income

1,141

1,496

11,152

Underlying*

FY 2008

312

408

2,933

Underlying*

Q4 2008

1,3811,2411,137EBITDA293410361

896

10,566

Underlying*FY 2009

322

2,954

Underlying* Q4 2009

152.976.7EPS16.86.5

30.2%38.2%Effective tax rate36.5%70.5%

(242)(179)Income taxes(35)(55)

(147)(161)Net financial (expense) / income

(33)(43)

23

128

2,947

ActualQ4 2009

61

160

2,933

Actual Q4 2008

560289Profit for the period

982648Operating income (EBIT)

11,15210,402Revenues

Actual FY 2008

Actual FY 2009

€ millions

* The underlying figures over 2009 are at constant currency, both 2008 and 2009 underlying figures exclude the impact of restructuring and impairment charges, related costs and value adjustments.

26

2008 - 2009 impact of one-off charges and fx

22906

1461859

10644

17

81

Q4 2009

6321

(15)146

28472

28226

42237

193

FY 2009

7Impairments and other value adjustmentsOPTA penalties, Sale of Aspac and other

Other3737Impairments and other value adjustments

8282Restructuring related costs

Fx

Mail633150Reported EBIT

722232Underlying EBIT

44688Underlying EBITFx

3333Restructuring related costs376

FY 2008

Express18Reported EBIT

Q4 2008€ millions

2727

Express Q4 underlying

Further recovery in volumes

Year-on-year underlying operating margin above last year’s for the first

time in 2009

20.5%

8.2%

0.5%

Total%

4.8%3.4%147159EBITDA

5.3%6.3%Operating margin

2.3%18.2%88106Operating income (EBIT)

2.0%-1.5%1,6671,675Revenues

Acq

%Organic

%Q4 2008*Q4 2009*€ millions

* The underlying figures over 2009 are at constant currency and both 2008 and 2009 exclude the impact of various one-off charges

28

020406080

100120140160

200 200

Oil price volatilityCrude oil spot prices (USD per barrel)

Source: Bloomberg Professional

Q4 2008 positive fuel and working day impactQ4 2009 positive working day impact

Working days

64Q4 2007

68Q4 2009

66Q4 2008

Working days

Distortion of year-on-year comparison

201020092008

Q2 Q4Q3Q2Q1Q4Q3Q1

29

-25%

-20%

-15%

-10%

-5%

0%

5%

10%

15%

Express volumes

Volume developmentCore kilos, year-on-year change, in %

Weeks 3-6Weeks 1-2Q4Q1 Q3Q22009 versus 2007 2010 versus 2007

Air, 2009 corrected for working daysRoad, 2009 corrected for working days

Core volumes exclude Special Services, Hoau, Mercúrio, Araçatuba and LIT Cargo

30

-8%

-4%

0%

4%

Express revenue quality yield still negative

Core revenue quality yield development year-on-year, excl. fuelIn %

Core volumes exclude Special Services, Hoau, Mercúrio, Araçatuba and LIT Cargo

200920082007

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q4Q1 Q3Q2

Indicative movement 2009 vs 2007

31

Express focus on costs

-15%

-10%

-5%

0%

5%

10%

15%

Q1 Q2 Q3 Q4-160-120-80-4004080120160

Core consignments

Volume and cost development 2009Year-on-year change, in % and € million

Cost savings

04080120160

Core volumes exclude Special Services, Hoau, Mercúrio, Araçatuba and LIT Cargo

Total € 428 millioncost savings

3232

Mail Q4 underlying

Overall revenues and operating income in line with last year

Volume deterioration continues: -5.9% in Q4

Strong Master plan savings € 33 million

-0.4%

-0.4%

0.3%

Acquisition %

-1.3%

-2.6%

1.5%

Total%

-2.2%267260EBITDA

19.3%18.7%Operating margin

-0.9%232229Operating income (EBIT)

1.2%1,2041,222Revenues

Organic%Q4 2008*Q4 2009*€ millions

* The underlying figures over 2009 are at constant currency and both 2008 and 2009 exclude the impact of various one-off charges

33

Addressed mail volumes, corrected for working days and one-off mailing in Q4 08, declined by 6.6%

Bulk mail decline higher than single item mail

Mail in the Netherlands; addressed mail volumes

33

-6%

-4%

-2%

0%

2%

Total

Actual 2008Actual 2009Actual 2009 corrected for one-off mailings

Q4Q3Q2Q1Q4Q3Q2Q1

34

Update cost management Mail NLMaster plan savings & phasing

€ 470 million annual cost savings since 2000

595200

395

Combined target

895200

325

370

Target

425198

227

Still to go

300

300

Realised 2001 - 2006

1702

168

Realised 2007 – 2009

20172017

2015

2010

Planned end implementation€ millions

MPIII

MPII

MPI

Total

Planning of remaining € 425 million cost savings up to 20172010 – 2013 2014 – 2017

215 210

2010€ 75m

• Cash out restructuring towards € 50 million average per yearin years to come

35

Pension developments

Coverage ratio main defined benefit pension fund:

• Central Bureau of Statistics research shows increasing longevity, which might result in a drop of around 4% in the coverage ratio as at the end of December 2009

• Total cash payment to defined benefit obligations pensions and transitional pension plans (eg. early retirement) are expected to be € 287 million in 2010 (2009: € 286 million) of which € 20 million in the P&L (2009: € 60 million) (mainly Mail Netherlands)

113%End of 2009

93%End of 2008

141%End of 2007

36

Normalised net income for dividend

Revaluation investment Logispring (after tax) and other

Restructuring, impairments, revaluations, Opta claim, Sale of Spring Aspac (after tax)

Restructuring, impairments, write-downs, revaluations and other (after tax)

153Mail:

493Normalised net income

20Group:

49Express:

281Profit attributable to the shareholders

Actual FY 2009€ millions

37

Dividend 2009 proposal € 0.53

Interim dividend € 0.18

Final dividend € 0.35

In cash

In ordinary sharesPremium targeted at, but not lower than 2% above

cash dividend

• Ex dividend date is 12 April 2010

• Record date is 14 April 2010

• Ratio of value of stock dividend to value of cash dividend determined on 26 April 2010

• Dividend payment date is 29 April 2010

Over 2009 pay-out ratio 40% of normalised net income

or

+

38

Vision 2015 key performance indicators 2009 – 2015;Actuals 2009 regrouped (not current segmentation nor organisational structure)

Cash EBITDA*

~16%

Vision 2015 EBITDA

objective

Underlying EBITDA as % of

revenue2009

10 - 14%~12%14 - 18%~ 690SDSInnight, Fashion, Delivery+, Storapart, VAS UK and E-commerce

Realisation value opportunities~1,095EMNRest of Europe activities of EMN and Spring

Cash EBITDA*

~16%(4) – (6)%~2,780

Mail NLMail NL, Data and Document Mgt and Dutch / Belgian activities of EMN

7 - 10%~3%10 - 15%~1,710Emerging PlatformsAustralia, Asia, South America and MEA (incl. International flows)

13 - 16%~10%7 - 9%~4,350Parcels & Freight

Objective annualaverage revenue growth 2010-

2015

Revenues 2009

€ millions

* Note: All figures are rounded and regrouped for indication purposes only; Cash EBITDA is based on reported EBITDA adjusted for provision charges for restructuring and including cash payments on restructuring and pensions.

39

Reporting and managing CO2

• Calculate CO2 emission performance for each category and compare to 2007 base year

• Actual CO2 objectives translated into measurable actions throughout the organisation

• CO2 performance will become part of bonus objectives

Air

CO2per tonne-km

Road

CO2per km

Buildings

CO2per m2

Group and Divisions

Reporting and managing CO2CO2 KPIs

CO2 Index 5594100

202020092007

40

Outlook 2010

Overall

Express volumes, revenues and results are expected to be above 2009 levels

Mail volumes and results are expected to be below 2009 levels

Structural cost savings € 200 million in 2010 targeted

Continuous focus on cost and cash remains essential

Express

Single-digit volume growth with some limited recovery of weight per consignment, supported by lower costs per kilo and consignment

Most growth is expected from international, especially Economy Express

Pressure expected because of price/mix, wage increases and cost inflation

Mail

Volume decline in the Netherlands of 7-9%, due to the first full year effect of liberalisation combined with normal substitution

Master plan implementation

41

Outlook 2010

Other

Structural cost savings: around € 200 million

Capex: around € 400 million

Pensions: cash contributions defined benefit obligations approximately € 287 million of which € 260 million for the main Dutch plans and the transitional plans

Net financial expense: around € 160 million

Taxes paid: around € 300 million, including delayed payments

42

Summary

2009

Weathering the storm effectively

Financially and operationally stronger company

2010

Cautious optimism

Focus on cost and cash

Vision 2015 implementation

42

44

Warning about forward looking statementsSome statements in this presentation are "forward-looking statements". 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. These forward-looking statements involve known and unknown risks, uncertainties and other factors that are outside of our control and impossible to predict and may cause actual results to differ materially from any future results expressed or implied. These forward-looking statements are based on current expectations, estimates, forecasts, analyses and projections about the industries in which we operate and management's beliefs and assumptions about future events. You are cautioned not to put undue reliance on these forward-looking statements, which only speak as of the date of this press release and are neither predictions nor guarantees of future events or circumstances. We do not undertake any obligation to release publicly any revisions to these forward-looking statements to reflect events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws.