RIVR Obtains 95.05% of Petroplus Shares; Petroplus Shareholders Can Still Tender until 6 April 2005

Rotterdam, the Netherlands and London, U.K. - This is a joint press release of Petroplus International N.V. ("Petroplus") and RIVR Acquisition B.V. ("RIVR"). This is not for release, publication or distribution, in whole or in part, in or into the United States, Canada, Australia, Japan or the Republic of Italy. Reference is made to the offer document dated 10 February 2005 (the "Offer Document"), published in relation to the public offer (the "Offer") by RIVR for all outstanding ordinary shares in the share capital of Petroplus (the "Petroplus Shares"), and the definitions included therein. Reference is also made to the offer document dated 1 December 2004 (the "Senior Notes Offer Document") published in relation to the cash tender offer (the "Senior Notes Offer") for all outstanding 10.5% Senior Notes due 2010 issued by Petroplus Funding B.V. (the "Senior Notes").

With reference to the press release of 15 March 2005, RIVR and Petroplus jointly announce that a total of 29,357,906 Petroplus Shares have now been tendered under the Offer, representing 95.05% of the outstanding and issued share capital of Petroplus. 28,974,100 Petroplus Shares, representing 93.81% of the total issued and outstanding share capital of Petroplus, were tendered under the Offer for receipt of the Cash Consideration and 383,806 Petroplus Shares, representing 1.24% of the total issued and outstanding share capital of Petroplus, were tendered under the Offer for receipt of the Depositary Receipt Consideration, as such considerations are defined in the Offer Document.

272,098 Petroplus Shares were tendered during the post-acceptance period prior to 15:00 hours, Amsterdam time, on Thursday 17 March 2005, representing 0.88% of the Petroplus Shares. Payment for Petroplus Shares so tendered during the post-acceptance period will occur on Tuesday 22 March 2005. All Petroplus Shares tendered during the post-acceptance period prior to 15:00 hours, Amsterdam time, on Thursday 17 March 2005 were tendered for receipt of the Cash Consideration.

As described in the press release of 15 March 2005, payment for the 29,085,808 Petroplus Shares already tendered, prior to expiration of the acceptance period of the Offer, will occur on Friday 18 March 2005 and will be the Cash Consideration or the Depositary Receipt Consideration, as appropriate.

Delisting

RIVR and Petroplus are liaising with Euronext Amsterdam on a delisting of Petroplus Shares from Euronext Amsterdam. It is expected that an announcement on the date the Petroplus Shares are delisted from Euronext Amsterdam will be made in the coming days.

Remainder of Post-acceptance Period

Petroplus Shareholders are reminded that the post-acceptance period expires at 15:00 hours, Amsterdam time, on Wednesday 6 April 2005 and that any Petroplus Shares not yet tendered can still be tendered during the remainder of the post-acceptance period. Payment of the Cash Consideration or Depositary Receipt Consideration, as appropriate, for any remaining Petroplus Shares that are validly tendered (or defectively tendered provided that such defect has been waived by RIVR) and delivered during the remainder of the post-acceptance period, and have not already been paid for, will take place no later than Wednesday 13 April 2005.

Petroplus Shareholders are also reminded that, as described in the Offer Document, (i) RIVR expects to initiate, having obtained more than 95% of the outstanding and issued share capital of Petroplus, the statutory procedure contemplated by the Dutch Civil Code in order to acquire all Petroplus Shares held by minority holders of Petroplus Shares and (ii) RIVR may effect a legal merger before or after the statutory procedure is initiated.

Senior Notes Offer

Petroplus Funding B.V. ("Petroplus Funding") announces that at the expiration time of the Senior Notes Offer period, 97.6% of the total outstanding principal amount of Senior Notes was tendered under the Senior Notes Offer made on 1 December 2004. The Senior Notes Offer expired at 5:00 p.m. London time, on 14 March 2005.

Payments for Senior Notes accepted by Petroplus Funding will be made to the tender agents on 18 March 2005, assuming the prior or simultaneous settlement of the equity offer by RIVR. As per 18 March 2005, accrued interest will be EUR 44.625 per EUR 1,000 principal amount of Senior Notes.

This announcement is a public announcement as meant within section 9b, paragraph 1, of the Dutch Securities Supervision Decree (Besluit toezicht effectenverkeer 1995).

This press release also appears in Dutch. In the event of any inconsistency, the English version will prevail over the Dutch version.

Rotterdam, the Netherlands, 17 March 2005 London, United Kingdom, 17 March 2005

Further Information

For further information, please contact:

Petroplus:
Martijn L.D. Schuttevaer
Investor Relations Manager
Tel: + 31 10 242 6046

The Carlyle Group:
Katherine Elmore-Jones
Director of European Communications
Tel: +44 20 78 94 1200

Profile of Petroplus

Petroplus was established 10 years ago and has since developed into a leading player in the European midstream oil market. The midstream sector encompasses refining, marketing and logistics (predominantly tank storage).

Petroplus is the owner of refineries in Antwerp (Belgium), Cressier (Switzerland) and Teesside (United Kingdom) with a total capacity of 240,000 barrels per day including its Antwerp desulphurisation capacity. Petroplus has a sales volume in excess of 20 million tonnes a year of oil products and a storage capacity of almost 5 million m³ throughout Western Europe.

Petroplus, with its head office in Rotterdam and regional head office in Zug, has branch offices in more than 20 countries and employs approximately 1000 employees. Petroplus is publicly listed in the NextPrime segment of the Official Segment of Euronext Amsterdam N.V.

The Carlyle Group and Riverstone Holdings

The Carlyle Group is a global private equity firm with more than USD 24 billion under management. The Carlyle Group employs a conservative, proven, and disciplined investment approach. The Carlyle Group invests in buyouts, venture, real estate, and leveraged finance, in North America, Europe, and Asia, focusing on aerospace, automotive & transportation, consumer, energy & power, healthcare, industrial, technology & business services, and telecommunications & media. Since 1987, the firm has invested USD 12.4 billion of equity in 355 transactions. The Carlyle Group employs more than 540 people in 14 countries. The Carlyle Group will participate in the transaction through its dedicated energy and power fund and through other affiliates.

Riverstone Holdings LLC and The Carlyle Group are the co-general partners of the Carlyle/Riverstone Global Energy and Power Fund II, a USD 1.1 billion private equity fund established to make investments in the energy and power industry globally. Riverstone Holdings LLC, a New York-based energy and power focused private equity firm founded in 2000, has approximately USD 1.5 billion under management. Riverstone Holdings LLC conducts buyout and growth capital investments in the midstream, upstream, power, and oilfield service sectors of the energy industry. To date, the firm has committed approximately USD 1.1 billion to 13 investments across these four sectors.

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