Offer Document Posted
April 15 2005 - 5:00AM
UK Regulatory
RNS Number:1001L
TietoEnator Corporation
15 April 2005
Not for release, publication or distribution, in whole or in part, in, into or
from 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 firm
intention to make a recommended offer for AttentiV, TietoEnator Financial
Solutions is pleased to announce that the offer document dated 14 April 2005
("Offer Document") containing the full terms and conditions of the Offer, being
made on its behalf by Regent Associates Ltd., was posted to AttentiV
Shareholders yesterday, together with the Form of Acceptance.
To accept the Offer in respect of AttentiV Shares, the Form of Acceptance should
be completed, signed and returned, in accordance with the instructions set out
in the Offer Document and the Form of Acceptance, so as to be received as soon
as possible and, in any event, by no later than 3.00 p.m. (London time) on 5 May
2005.
Terms defined in the Offer Document have the same meanings in this announcement.
Enquiries
TietoEnator Corporation
Ake Plyhm +46 8632 1410
Paivi Lindqvist +358 9 862 63276
Jukka Rosenberg +358 9 8626 2366
Regent Associates Ltd.
(financial adviser to TietoEnator)
James Calvert 01753 800 700
Robert Fergusson
Sarah McNicholas
AttentiV Systems Group plc 01582 845000
Peter Bertram
David Webber
Hawkpoint Partners Limited 020 7665 4500
(financial adviser to AttentiV)
Paul Baines
Graham Paton
This announcement does not constitute an offer to sell or an invitation to
purchase or subscribe for any securities or the solicitation of an offer to buy
or subscribe for any securities pursuant to the Offer or otherwise. The Offer is
being made solely by the Offer Document and the Form of Acceptance accompanying
the Offer Document which contains the full terms and conditions of the Offer
including details of how the Offer may be accepted. The Offer Document and Form
of Acceptance are being made available to those AttentiV Shareholders who are
able to receive them, as a result of the laws of the jurisdictions in which they
are resident. AttentiV Shareholders should read the Offer Document and Form of
Acceptance (if they are able to receive them) as they contain important
information.
The Offer will not be made, directly or indirectly, in or into, or by use of the
mails of, or by any means or instrumentality (including, without limitation,
telephonically or electronically) of interstate or foreign commerce of, or of
any facility of a national securities exchange of, nor will it be made in or
into Australia, Canada, Japan or the United States and the Offer will not be
capable of acceptance by any such use, means, instrumentality or facility.
Accordingly copies of this Announcement and any other documents related to the
Offer are not being, and must not be, mailed or otherwise forwarded, distributed
or sent in or into Australia, Canada, Japan or the United States and persons
receiving such documents (including custodians, nominees and trustees) must not
distribute or send them in, into or from Australia, Canada, Japan or the United
States.
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 relevant
securities laws of any state or other jurisdiction of the United States or the
relevant securities laws of Japan, nor have clearances been, nor will they be,
obtained from the securities commission or similar authority of any province or
territory 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 and
Investments Commission nor have any steps been taken, nor will any steps be
taken, to enable the Loan Notes to be offered in compliance with applicable
securities laws of Japan. Accordingly, unless an exemption under such act or
securities laws is available, Loan Notes may not be offered, sold, re-sold or
delivered, directly or indirectly, in or into, or by use of the mails of, or by
any means or instrumentality (including, without limitation, telephonically or
electronically) of interstate or foreign commerce of or any facility of a
national securities exchange of Australia, Canada, Japan or the United States,
or any other jurisdiction in which an offer of Loan Notes would constitute (or
result in the Offer constituting) a violation of relevant laws or require
registration thereof, or to or for the account or benefit of any resident of
Australia, Canada, or Japan or the United States.
Regent Associates Ltd., which is authorised and regulated in the United Kingdom
by the Financial Services Authority, is acting exclusively as financial adviser
to TietoEnator in connection with the Offer and no one else and will not be
responsible to anyone other than TietoEnator for providing the protections
afforded to clients of Regent Associates Ltd. nor for providing advice in
relation to the Offer.
Hawkpoint Partners Limited, which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is acting exclusively as financial
adviser to AttentiV in connection with the Offer and no one else and will not be
responsible to anyone other than AttentiV for providing the protections afforded
to clients of Hawkpoint Partners Limited nor for providing advice in relation to
the Offer.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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