15th Apr 2005 09:00
TietoEnator Corporation15 April 2005 Not for release, publication or distribution, in whole or in part, in, into orfrom Australia, Canada, Japan or the United States 15 April 2005 RECOMMENDED CASH OFFER by REGENT ASSOCIATES LTD. on behalf of TIETOENATOR FINANCIAL SOLUTIONS UK LIMITED for ATTENTIV SYSTEMS GROUP PLC POSTING OF OFFER DOCUMENTATION Further to the announcement made on 5 April 2005 by TietoEnator of its firmintention to make a recommended offer for AttentiV, TietoEnator FinancialSolutions is pleased to announce that the offer document dated 14 April 2005("Offer Document") containing the full terms and conditions of the Offer, beingmade on its behalf by Regent Associates Ltd., was posted to AttentiVShareholders yesterday, together with the Form of Acceptance. To accept the Offer in respect of AttentiV Shares, the Form of Acceptance shouldbe completed, signed and returned, in accordance with the instructions set outin the Offer Document and the Form of Acceptance, so as to be received as soonas possible and, in any event, by no later than 3.00 p.m. (London time) on 5 May2005. Terms defined in the Offer Document have the same meanings in this announcement. Enquiries TietoEnator Corporation Ake Plyhm +46 8632 1410Paivi Lindqvist +358 9 862 63276Jukka Rosenberg +358 9 8626 2366 Regent Associates Ltd.(financial adviser to TietoEnator) James Calvert 01753 800 700Robert FergussonSarah McNicholas AttentiV Systems Group plc 01582 845000 Peter BertramDavid Webber Hawkpoint Partners Limited 020 7665 4500(financial adviser to AttentiV) Paul BainesGraham Paton This announcement does not constitute an offer to sell or an invitation topurchase or subscribe for any securities or the solicitation of an offer to buyor subscribe for any securities pursuant to the Offer or otherwise. The Offer isbeing made solely by the Offer Document and the Form of Acceptance accompanyingthe Offer Document which contains the full terms and conditions of the Offerincluding details of how the Offer may be accepted. The Offer Document and Formof Acceptance are being made available to those AttentiV Shareholders who areable to receive them, as a result of the laws of the jurisdictions in which theyare resident. AttentiV Shareholders should read the Offer Document and Form ofAcceptance (if they are able to receive them) as they contain importantinformation. The Offer will not be made, directly or indirectly, in or into, or by use of themails of, or by any means or instrumentality (including, without limitation,telephonically or electronically) of interstate or foreign commerce of, or ofany facility of a national securities exchange of, nor will it be made in orinto Australia, Canada, Japan or the United States and the Offer will not becapable of acceptance by any such use, means, instrumentality or facility.Accordingly copies of this Announcement and any other documents related to theOffer are not being, and must not be, mailed or otherwise forwarded, distributedor sent in or into Australia, Canada, Japan or the United States and personsreceiving such documents (including custodians, nominees and trustees) must notdistribute or send them in, into or from Australia, Canada, Japan or the UnitedStates. The Loan Notes to be issued pursuant to the Loan Note Alternative have not been,and will not be, registered under the Securities Act or under any relevantsecurities laws of any state or other jurisdiction of the United States or therelevant securities laws of Japan, nor have clearances been, nor will they be,obtained from the securities commission or similar authority of any province orterritory of Canada, nor has a prospectus in relation to the Loan Notes been,nor will one be, lodged with or registered by the Australian Securities andInvestments Commission nor have any steps been taken, nor will any steps betaken, to enable the Loan Notes to be offered in compliance with applicablesecurities laws of Japan. Accordingly, unless an exemption under such act orsecurities laws is available, Loan Notes may not be offered, sold, re-sold ordelivered, directly or indirectly, in or into, or by use of the mails of, or byany means or instrumentality (including, without limitation, telephonically orelectronically) of interstate or foreign commerce of or any facility of anational securities exchange of Australia, Canada, Japan or the United States,or any other jurisdiction in which an offer of Loan Notes would constitute (orresult in the Offer constituting) a violation of relevant laws or requireregistration thereof, or to or for the account or benefit of any resident ofAustralia, Canada, or Japan or the United States. Regent Associates Ltd., which is authorised and regulated in the United Kingdomby the Financial Services Authority, is acting exclusively as financial adviserto TietoEnator in connection with the Offer and no one else and will not beresponsible to anyone other than TietoEnator for providing the protectionsafforded to clients of Regent Associates Ltd. nor for providing advice inrelation to the Offer. Hawkpoint Partners Limited, which is authorised and regulated in the UnitedKingdom by the Financial Services Authority, is acting exclusively as financialadviser to AttentiV in connection with the Offer and no one else and will not beresponsible to anyone other than AttentiV for providing the protections affordedto clients of Hawkpoint Partners Limited nor for providing advice in relation tothe Offer. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Aterian Plc