Aterian Plc Regulatory News (ATN)

28 Apr 2005 12:12

TietoEnator Corporation28 April 2005 Not for release, publication or distribution in, into or from Australia, Canada,Japan or the United States 28 April 2005 ALL CASH OFFER by REGENT ASSOCIATES LIMITED. on behalf of TIETOENATOR FINANCIAL SOLUTIONS UK LIMITED for ATTENTIV SYSTEMS GROUP PLC RESPONSE TO MICROGEN ANNOUNCEMENT TietoEnator Financial Solutions notes the announcement made by Microgen plc("Microgen") today regarding its intention to make an offer for AttentiVcomprising 50 pence in cash and 0.3758 Microgen shares per AttentiV Share. In view of the significant paper element in the Microgen proposal and theabsence of a full cash alternative, an appropriate assessment of the Microgenoffer terms requires careful analysis. A further announcement will be made byTietoEnator Financial Solutions in due course. In the meantime, AttentiVShareholders are encouraged to take no action in relation to the Microgenproposal. Enquiries TietoEnator Financial Solutions UK LimitedAke Plyhm +46 8632 1410Paivi Lindqvist +358 9 862 63276 Regent Associates Ltd.James Calvert 01753 800700Robert Fergusson Terms defined in the offer document dated 14 April 2005 have the same meaningsin this announcement, save where the context otherwise requires. 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 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 Limited., which is authorised and regulated in the UnitedKingdom by the Financial Services Authority, is acting exclusively as financialadviser to TietoEnator and TietoEnator Financial Solutions in connection withthe Offer and no one else and will not be responsible to anyone other thanTietoEnator and TietoEnator Financial Solutions for providing the protectionsafforded to clients of Regent Associates Limited. nor for providing advice inrelation to the Offer. This information is provided by RNS The company news service from the London Stock Exchange