Recent newspaper reports of counter bid might have some merit. Lots of buys are a bit larger than usual uninformed punters.

M.

Final Results

Business Overview

· Challenging year, particularly in the first half, with market pressure in Benelux Solid Waste and one-off operational challenges in Hazardous Waste associated with new investment.
· Business improvement programmes have delivered a stronger underlying second half and positioned the Group well for future growth.
· Core Dutch solid waste markets beginning to improve.
· Achieved 'financial close' for long-term Municipal contracts in Derby, UK and Surrey, Canada.
· £200m build of plants in Wakefield and Barnsley, Doncaster and Rotherham (BDR) close to completion; both to commission this year.
· Continued investment through the cycle in Hazardous Waste in infrastructure that is expected to deliver sustainable high quality earnings.

Strategy and Divisional Structure

· Refined vision, strategy and organisational structure in order to ensure that they remain sharp, focused and relevant to our evolving markets.
· New divisional structure implemented to align our businesses more closely with our customers, deliver synergies and accelerate growth.

Financial Summary

· Performance in line with trading update issued on 31 March 2015, with second half improvement delivered.
· Revenue increased 1% at constant currency, with underlying growth from UK Municipal.
· EBITDA down 10% at constant currency to £73.0m.
· Underlying profit before tax down by 22% to £21.7m at constant currency.
· Underlying EPS down 7% at constant currency due to lower effective tax rate.
· Total Group exceptional and non-trading charges of £42.2m as previously disclosed.
· Ongoing focus on capital discipline delivered strong cash performance, with lower than expected core net debt at £155m and net debt to EBITDA ratio of 2.3x.
· Final dividend maintained at 2.35p per share, reflecting confidence in medium term growth.

StockMarketWire.com
Shanks Group said its trading performance has been in line with the board's expectations, which for the FY remain unchanged.

"We currently expect that the improved performance in Netherlands Commercial trading will offset the impact of market conditions in Hazardous and the delay in the full service commencement at the Wakefield facility," the company said in a statement.

The remainder of its pre-closing trading statement was as follows:

"Market conditions in the Netherlands have continued to show encouraging signs of improvement.

"The modest recovery in construction activity, together with higher recyclate income, firmer prices in the commercial segment as a result of the incinerator tax that was introduced in January 2015 and our own improvement programmes, have contributed to a steady recovery in our Commercial Division profitability.

"In contrast, trading conditions in Belgium remain challenging, due to the previously reported weakness in local offtake markets.

"In our Hazardous Division low oil prices continue to negatively impact on the oil and gas sector, which historically has generated around half of the Division's revenues.

"The result has been a reduction in industrial cleaning activity, and lower volumes of sludges for treatment. The soil market continues to perform in line with our expectations.

"Our Municipal Division has made good progress in the first half, entering full service on the new Barnsley, Doncaster & Rotherham (BDR) contract as planned in July 2015.

"At Wakefield, the recent bankruptcy of a major supplier has led to an unavoidable delay of approximately four months to full service commencement. This will have a resulting impact on second half trading profit in addition to liquidated damages and associated costs estimated at £5m that will be taken as an exceptional item.

CASH AND BORROWINGS
"Cash continues to be managed closely. Net debt at the end of September 2015 is anticipated to be in line with our expectations at below £200m.

StockMarketWire.com
Shanks said its trading performance has remained in line with the board's expectations following the last trading statement issued on Feb. 3.

Its overall expectations for FY 2017 remain unchanged.

"As a result of our strong ongoing focus on cash management, year-end core net debt was £195m, better than expectations after adjusting for the impact of the stronger Euro," it said.

"We received £26m of the £30m proceeds relating to the sale of our Wakefield subordinated debt and equity as announced on 3 February 2016: the remaining cash is expected to be received in the short term.

"We have also extended our net debt:EBITDA covenant on our core banking facilities at 3.5x for a further twelve months to September 2017 and reduced our Total Net Worth covenant to £175m.

"These amendments will provide additional flexibility as we complete the build phases on our Derby and Surrey PPP contracts and give further protection against currency fluctuation as we approach the EU Referendum.

"The loss on sale of our Wakefield PFI assets will be £5m better than previously announced at £5m due to movements in swap rates in the weeks prior to completion.

"Following previous announcements regarding the market pressures in our Municipal division, we shall account for the operating contract relating to our Cumbria PPP facilities as an onerous contract from 1 October 2015. This will result in an exceptional charge of up to £5m."

StockMarketWire.com
Shanks Group has substantially lessened its FY pretax loss to GBP3.9m, from a year-ago loss of GBP16.9m, with revenue ticking firmly higher to GBP613.8m, from GBP599.4m.

Total dividend was 3.45p a share, flat on the year, including a final dividend of 2.35p, unchanged.

CEO Peter Dilnot said the revenue and profit growth was despite tough macro markets.

"Our Commercial Waste Division returned to strong profit growth, our Hazardous Waste Division delivered a robust performance and our Municipal Division experienced market headwinds but commissioned two flagship assets," he said in a statement.

"Overall we remain well positioned to make progress and meet our expectations for 2016/17," he added.

HIGHLIGHTS:
* Commercial Waste Division delivered 18% trading profit growth, driven by self-help initiatives and stabilising markets.

* Hazardous Waste Division delivered robust performance, with 1% trading profit growth despite over half of its revenues coming from the oil and gas sector.

* Municipal Division performance impacted by market headwinds, with trading profit down 15%; successful commissioning of two flagship PFI facilities for long-term profit and cash generation.

* Continued progress with self-help initiatives across the Group to improve margins.

* Consistent strategy with increased focus on delivering returns from our existing assets across all our divisions.

* Ongoing active portfolio management to recycle capital and increase returns, including £30m sale of Wakefield PFI financial assets.

Credit Suisse today reaffirms its outperform investment rating on Shanks Group PLC (LON:SKS) and cut its price target to 95p (from 100p).

Response to recent press speculation
The Board of Shanks notes the recent press speculation and confirms that it is contemplating the possible acquisition of the Van Gansewinkel Groep BV, a leading privately-owned waste collection and recycling business in the Netherlands and Belgium ("Van Gansewinkel").

After a period of preliminary due diligence, Shanks will shortly be submitting an updated, indicative non-binding proposal to the Supervisory Board of Van Gansewinkel for consideration. Accordingly, there can be no certainty that any transaction will occur nor as to the terms of any transaction.

As the possible acquisition of Van Gansewinkel by Shanks has been deemed a reverse takeover by the FCA and Van Gansewinkel is not subject to a public disclosure regime, Shanks has requested a suspension of its shares in accordance with paragraph 5.6.6 of the Listing Rules.

A key part of Shanks' strategy is to actively manage the Group's portfolio to improve returns and accelerate growth through the disposal of non-core assets and/or the acquisition of value-enhancing businesses, particularly where strong synergies exist with existing Shanks businesses. Given the structure and conditions in the Benelux Solid Waste market, the Board believes that the acquisition of Van Gansewinkel has the potential to transform and enhance the Company's position in this market. The combination of the two businesses would create a leading player, with complementary strengths across all market sectors.

Given the strategic and commercial rationale for a combination of the businesses and potential synergies, the Board believes that it is in the best interests of shareholders to investigate the possible acquisition of Van Gansewinkel despite the resultant temporary suspension of the Company's shares.

Further to the announcement on 24 May 2016 regarding a possible transaction with VGG, a leading privately-owned waste collection and recycling business in the Netherlands and Belgium (together with its subsidiaries, the "VGG Group") (the "Proposed Merger"), the board of directors (the "Board") of Shanks is pleased to announce that it has entered into exclusive discussions with the Supervisory Board of VGG and VGG's two largest shareholders.

The non-binding terms of the Proposed Merger (the "Terms") contemplate that Shanks would acquire the entire share capital of VGG, free from any liens, charges or encumbrances for consideration of approximately €440 million on a debt-free cash-free basis. The consideration would be satisfied through:
· a cash consideration from Shanks of approximately €236 million, to be financed through new debt facilities for the Combined Group and an equity issue currently envisaged to be approximately £90 million1; and
· a share consideration with a current value (based on Shanks' closing share price of 81 pence per share on the business day immediately prior to the suspension of its listing (the "Suspension")) of up to €204 million.

Under the Terms, VGG shareholders would in aggregate receive initial value of approximately €510 million, comprising:
· €306 million in cash (inclusive of the underlying net cash in the VGG business); and
· new Shanks shares currently representing a pro forma ownership of the Combined Group of approximately 29%1, based on an enlarged issued share capital following completion of the transaction and the equity issue.2 VGG shareholders would therefore be able to participate in the future development of the Combined Group, including the realisation of significant potential synergies.

The new Shanks shares which would be issued to VGG Shareholders as consideration for the Proposed Merger would be subject to appropriate lock-up undertakings.

The Proposed Merger is conditional upon, inter alia, the satisfactory completion of mutual financial, commercial and legal due diligence, the negotiation of a sale and purchase agreement, financing, anti-trust clearance, conclusion of relevant works councils advice proceedings, and the approval of Shanks and VGG shareholders.

Re-admission of shares and name change
Further to the announcement made today regarding the completion of the merger with van Gansewinkel Groep B.V. ("VGG"), the Board of Shanks confirms that Shanks' ordinary shares were re-admitted to the premium listing segment of the Official List and to trading on the London Stock Exchange's main market for listed securities this morning, 28 February 2017, at 8.00 a.m.

Following the successful completion of the merger and re-admission of its ordinary shares, the Group will be re-launching the combined business under a new brand, which will include re-naming the Company from Shanks Group plc to Renewi plc. It is expected that the change of name will be reflected on the London Stock Exchange and the ordinary shares will trade under the new ticker "RWI" on 1 March 2017.

Renewi is a leading waste-to-product company ideally positioned to be part of the solution to some of the main environmental problems facing society today: reducing waste, avoiding pollution, and preventing the unnecessary use of finite natural resources.

The new name, Renewi, reflects the heritage of the legacy companies, their complementary businesses and expertise, and their combined position at the centre of the circular economy. The name also highlights that innovation to develop new products and high quality secondary raw materials is very much part of Renewi's future.

Following the extensive planning that has been underway prior to completion, a new senior management team has been put in place to help ensure the integration of the businesses progresses seamlessly and at pace. The new Executive Committee can be found on www.renewi.com/management.