29th Apr 2005 08:47
29 April 2005Not for release, publication or distribution in, into or from Australia,Canada, Japan or the United States Recommended Offer by UBS Limited on behalf of Microgen plc for AttentiV Systems Group plc Additional Irrevocable Undertaking Further to the announcement released on 28 April 2005 by Microgen plc ("Microgen") regarding its agreed terms of a recommended offer for the entireissued and to be issued share capital of AttentiV Systems Group plc ("AttentiV") ("Offer"), Microgen announces that it has since received an irrevocableundertaking from Unicorn Asset Management Limited ("Unicorn") to accept theOffer in respect of 1,400,100 AttentiV shares held by Unicorn, representingapproximately 2.3 per cent. of AttentiV's existing issued share capital. Theirrevocable undertaking provided by Unicorn will cease to be binding only inthe event of an announcement of a third party offer representing at least a 10per cent. premium to the value of the Offer.Microgen has now received irrevocable undertakings from AttentiV shareholdersto accept (or use all reasonable endeavours to procure the acceptance of) theOffer in respect of 23,335,857 AttentiV shares, representing approximately 38.5per cent. of AttentiV's existing issued share capital.In addition to the irrevocable undertakings, Microgen has received non-bindingletters of intent to accept the Offer in respect of a total of 9,663,475AttentiV shares representing approximately 16.0 per cent. of the existingissued share capital of Microgen.In aggregate, therefore, Microgen has received irrevocable undertakings andnon-binding letters of intent to accept the Offer in respect of 32,999,332AttentiV shares, representing approximately 54.5 per cent. of the existingissued AttentiV shares.Enquiries:UBS Investment Bank (Financial Adviser to Microgen)John WoollandNick Adams020 7567 8000Financial Dynamics (PR to Microgen)Giles SandersonBen Way020 7831 3113Hawkpoint (Financial Adviser to AttentiV)Paul BainesGraham Paton020 7665 4500UBS Investment Bank is acting exclusively for Microgen in connection with theOffer and no one else and will not be responsible to anyone other than Microgenfor providing the protections afforded to clients of UBS Investment Bank or forproviding advice in relation to the Offer.Hawkpoint, which is authorised and regulated in the United Kingdom by theFinancial Services Authority, is acting exclusively as financial adviser toAttentiV in connection with the Offer and no one else and will not beresponsible to anyone other than AttentiV for providing the protectionsafforded to clients of Hawkpoint nor for providing advice in relation to theOffer.This announcement does not constitute an offer or invitation to purchase orsubscribe for securities.ENDMICROGEN PLCRelated Shares:
AptitudeAterian Plc