Adecco and DNC join forces in the highly attractive Dutch Professional Staffing market

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Adecco intends to make a cash offer of EUR 12.25 per share for DNC

This is a press release by Adecco S.A. pursuant to the provisions of
Section 5 paragraph 1 and Section 7 paragraph 4 of the Dutch Decree
on Public Takeover Bids (Besluit openbare biedingen Wft, the
"Decree"). This announcement is not for release, publication or
distribution, in whole or in part, in or into the United States and
Canada. This announcement and related materials do not constitute an
offer for outstanding shares in the capital of DNC De Nederlanden
Compagnie N.V., but constitute notice that a conditional agreement
has been reached between Adecco Nederland Holding B.V. and DNC De
Nederlanden Compagnie N.V. on the terms of a recommended offer to be
made by Adecco Nederland Holding B.V.

Zurich, Switzerland, September 1, 2008: Adecco S.A. ("Adecco"), the
world leader in HR Services, and DNC De Nederlanden Compagnie N.V.
("DNC") announced today that conditional agreement has been reached
to combine their professional staffing activities in the Netherlands.
Together, Adecco and DNC will become the third largest professional
staffing organization in the Netherlands.

Adecco intends to make a public offer through Adecco Nederland
Holding B.V. ("Adecco Netherlands") for all outstanding shares in the
capital of DNC (the "shares") at EUR 12.25 per share in cash (the
"offer price") (the "offer"). The offer price implies a premium of
52% to the closing price of DNC shares as at August 29, 2008. Based
on this offer price, the total share capital of DNC is valued at
approximately EUR 56 million. With reference to section 7 paragraph 4
of the Decree, Adecco Netherlands will fulfil its obligations under
the offer from cash resources which are currently available within
the Adecco Group.

DNC is a Dutch specialized secondment firm listed on NYSE Euronext
Amsterdam with around 1,200 people active in the segments ICT,
Finance, Legal, Management Support & Information Management.

Adecco's country manager for the Benelux region, Erwin van Iersel,
says: "Adecco Netherlands together with DNC is a big step forward in
realizing our ambition to become the market leader in professional
staffing in The Netherlands. The strengths, competencies and shared
ambitions of both organizations, while recognising the different
company cultures, are key corner stones that will enable us to
realize our goals over the coming years".
Koos de Vink, Chief Executive Officer of DNC, says: "By combining the
professional staffing activities of Adecco Netherlands with the
current activities of DNC we will rapidly achieve our desired size as
a specialized personnel service provider and will continue to work
with the DNC label for the segments ICT, Finance, Legal and
Information Management expanded with activities within Technical and
Engineering".

Offer Process
Adecco Netherlands intends to make the offer within two months. When
made, the offer will be subject to customary conditions, including an
acceptance threshold of at least 95% of the outstanding shares and
clearance from the relevant competition authorities.
The Supervisory Board of DNC unanimously supports the intended offer,
and after taking into account the interests of all stakeholders, will
recommend that shareholders accept the offer when it is made.
DNC shall be entitled to terminate the conditional agreement with
Adecco Netherlands in the event that a bona fide third party offeror
announces an offer which is, in the reasonable opinion of the
Supervisory Board of DNC, superior to the Adecco Netherlands offer
(whereby amongst others the competing offer price exceeds the offer
price with at least EUR 0.85) and is qualified as such by the
Supervisory Board of DNC (a "competing offer"). Adecco Netherlands
will have the right to match such competing offer, in which event DNC
will not be entitled to terminate the conditional agreement. In the
event that Adecco Netherlands does not match such competing offer,
DNC shall pay to Adecco Netherlands a fixed break fee of EUR 1.25
million.
The offer is also fully supported by certain large shareholders,
including Mr. Koos de Vink, CEO and sole member of the Managing Board
of DNC, and Add Value Fund. These shareholders have entered into
irrevocable undertakings to tender their shares under the offer when
made, at the offer price and on the same terms and conditions
applicable to the offer as will be set out in the offer memorandum.
The shares thus committed represent 80% of the outstanding shares.
Adecco Netherlands and DNC have not provided any other information to
such large shareholders than will be included in the offer
memorandum. The irrevocable undertakings contain certain customary
undertakings and conditions including that such large shareholders
will only be entitled to tender their shares to a bona fide third
party offeror under a competing offer.
The Netherlands Authority for the Financial Markets (Autoriteit
Financiële Markten) and the Social-Economic Council
(Sociaal-Economische Raad) will be informed of the offer. The
relevant trade unions will be duly notified. The works councils of
DNC and Adecco Netherlands will be requested for advice. There will
be no forced redundancies as a direct consequence of the offer.
Fortis Corporate Finance & Capital Markets acts as financial advisor
to Adecco Netherlands for this transaction.

Contacts:

Adecco Corporate Press Office

press.office@adecco.com ; Tel. +41 (0) 44 878 87 87

Adecco Corporate Investor Relations
Investor.relations@adecco.com ; Tel. +41 (0) 44 878 89 25

Adecco Benelux Press Office
Michel Stokvis, michel.stokvis@adecco.nl ; Tel + 31(0)30- 2475510

Forward-looking statements
Information in this release may involve guidance, expectations,
beliefs, plans, intentions or strategies regarding the future. These
forward-looking statements involve risks and uncertainties. All
forward-looking statements included in this release are based on
information available to Adecco S.A. as of the date of this release,
and we assume no duty to update any such forward-looking statements.
The forward-looking statements in this release are not guarantees of
future performance and actual results could differ materially from
our current expectations. Numerous factors could cause or contribute
to such differences. Factors that could affect Adecco's
forward-looking statements include, among other things: global GDP
trends and the demand for temporary work; changes in regulation of
temporary work; intense competition in the markets in which Adecco
competes; changes in Adecco's ability to attract and retain qualified
temporary personnel; the resolution of the French anti-trust
procedure and any adverse developments in existing commercial
relationships, disputes or legal and tax proceedings.

About Adecco
Adecco S.A. is a Fortune Global 500 company and the global leader in
HR services. The Adecco Group network connects over 700,000
associates with clients each day through its network of over 36,500
employees (FTEs) and over 6,700 offices in over 60 countries and
territories around the world. Registered in Switzerland, and managed
by a multinational team with expertise in markets spanning the globe,
the Adecco Group delivers an unparalleled range of flexible staffing
and career resources to clients and associates.

Adecco S.A. is registered in Switzerland (ISIN: CH0012138605) and
listed on the Swiss Stock Exchange with trading on SWX Europe (SWX:
ADEN) and the Euronext Paris (EURONEXT: ADE).

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Adecco SA
Sagereistrasse 10 Glattbrugg Switzerland

WKN: 922031;
ISIN: CH0012138605; Index: SLCI, SMI, SPI, SMIEXP;
Listed: Main Market in SWX Swiss Exchange;
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