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STN Setstone

0.00
0.00 (0.00%)
Share Name Share Symbol Market Type Share ISIN Share Description
Setstone LSE:STN London Ordinary Share GB0008528928 ORD 0.1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.00 -
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Offer Update

31/07/2000 8:01am

UK Regulatory


RNS Number:6913O
Stentor PLC
31 July 2000


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE
UNITED STATES OF AMERICA AND CANADA

  ENERGIS PLC, VIRIDIAN GROUP PLC, NEVADA TELE.COM LIMITED
                   RECOMMENDED CASH OFFERS
  BY DRESDNER KLEINWORT BENSON ON BEHALF OF NEVADA TELE.COM LIMITED
                       FOR STENTOR PLC
                              
                              
OFFERS WHOLLY UNCONDITIONAL

OFFERS EXTENDED UNTIL FURTHER NOTICE

The Board of nevada tele.com is delighted to announce that,
on 28 July 2000, the US Federal Communications Commission
granted clearance for the acquisition of Stentor by nevada
tele.com. All other conditions to the Offers are satisfied
in all material respects or have been waived (if waivable).
In accordance with the intent indicated in the announcement
made by nevada tele.com dated 17 July 2000, the Board of
nevada tele.com announces that the Offers have been declared
unconditional in all respects.

The Offers have been extended and will remain open for
acceptance until further notice. Stentor Shareholders who
wish to accept the Offers but have not already done so
should do so as soon as possible.

Settlement of the consideration due to Stentor Shareholders
in respect of whose Stentor Shares valid acceptances have
already been received will be despatched (or credited
through CREST) by 14 August 2000. Settlement of the
consideration due in respect of valid acceptances of the
Offers received on or after 31 July 2000 will be despatched
within 14 days of the receipt of such acceptances.

As at 3.00 p.m. on 28 July 2000, valid acceptances of the
Offers had been received in respect of a total of 65,674,861
Stentor Ordinary Shares representing, as regards the
Ordinary Offer, approximately 93.5 per cent. of the current
issued ordinary share capital of Stentor, and in respect of
a total of 3,484,070 Stentor Preferred Ordinary
Shares representing, as regards the Preferred Offer,
approximately 99.5 per cent. of the current issued
convertible preferred ordinary share capital of Stentor.

nevada tele.com now has valid acceptances representing in
excess of 80 per cent. of the Stentor Ordinary Shares and of
the Stentor Preferred Ordinary Shares to which the Offers
relate. It is the intention of nevada tele.com to implement,
as soon as practicable, the provisions of section 204 of the
Act to acquire compulsorily any outstanding
Stentor Shares not acquired or agreed to be acquired
pursuant to the Offers or otherwise. Appropriate proposals
to Warrantholders and Optionholders will be made in due
course.

nevada tele.com also intends to procure the making of an
application by Stentor to the London Stock Exchange for the
cancellation of the quotation of the Stentor Ordinary Shares
and 1997 Warrants on the Alternative Investment Market of
the London Stock Exchange.

Neither nevada tele.com nor, so far as nevada tele.com is
aware, any person acting in concert with nevada tele.com for
the purpose of the Offers, owned or controlled any Stentor
Ordinary Shares or Stentor Preferred Ordinary Shares (or
rights over such shares) immediately before the commencement
of the Offer Period or has, during the Offer Period,
acquired or agreed to acquire Stentor Ordinary Shares or
Stentor Preferred Ordinary Shares (or rights over such
shares). None of the acceptances referred to above was
received from any person acting in concert with nevada
tele.com for the purpose of the Offers.

Enquiries:

nevada tele.com Limited         +353 1 248 7000 David Beck
Finance Director

Morrow Communications           +44 28 9039 3837 Kieran Donnelly/Kate Gormley

Dresdner Kleinwort Benson       +44 20 7623 8000
Nicholas Lee

Stentor plc                     +353 1 248 7000 Gerard O'Keeffe
Chief Executive

John East & Partners Limited    +44 20 7628 2200 Jeffrey M Coburn

Terms defined in the Offer Document dated 2 June 2000 have,
unless the context otherwise requires, the same meaning in
this announcement.

Kleinwort Benson Limited, which is regulated in the conduct
of investment business in the United Kingdom by The
Securities and Futures Authority Limited, is acting
exclusively for nevada tele.com and no one else in
connection with the Offers and will not be responsible to
anyone other than nevada tele.com for providing the
protections afforded to customers of Kleinwort Benson
Limited or for providing advice in relation to the Offers.
The contents of this announcement, which have been prepared
by and are the sole responsibility of nevada tele.com,
Energis and Viridian, have been approved by Dresdner
Kleinwort Benson, which is regulated in the conduct of
investment business in the United Kingdom by The Securities
and Futures Authority Limited, for the purposes of Section
57 of the Financial Services Act 1986.

The Offers are not being made, directly or indirectly, in or
into the USA or Canada or by use of the mails of, or by any
means or instrumentality of interstate or foreign commerce
of, or any facility of a national securities exchange of,
either of those jurisdictions and the Offers should not be
accepted by any such use, means, instrumentality or facility
or from within the USA or Canada. Nor are the Offers capable
of acceptance by any such use, means, instrumentality or
facility or from within the USA or Canada and doing so may
render invalid any purported acceptance. Accordingly, copies
of this announcement, the Offer Document, the Forms of
Acceptance and any related documents are not being, and must
not be, mailed or otherwise distributed or sent in, into or
from the USA or Canada. Notwithstanding the foregoing
restrictions, nevada tele.com retains the right to permit
the Offers to be accepted if, in its sole discretion, it is
satisfied that the transaction in question is exempt from or
not subject to the legislation or regulation giving rise to
the restrictions in question. All Stentor Shareholders,
Warrantholders or Optionholders (including, without
limitation, nominees, trustees or custodians) who would or
otherwise intend to forward this announcement, the Offer
Document, the Forms of Acceptance or any related
documentation to any jurisdictions outside the UK or the
Republic of Ireland should read the Offer Document before
taking any action.

The nevada tele.com Directors, the Energis Directors and the
Viridian Directors accept responsibility for the information
contained in this announcement. To the best of the knowledge
and belief of the nevada tele.com Directors, the Energis
Directors and the Viridian Directors (who have taken all
reasonable care to ensure that such is the case), the
information contained in this announcement is in accordance
with the facts and does not omit anything likely to affect
the import of such information.



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