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Montpellier Group (MPL)

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Monday 17 September, 2001

Montpellier Group

Offer Update

Montpellier Group PLC
17 September 2001


                    Montpellier Group plc ('Montpellier')

                       Cash Offer for VHE Holdings plc


                               Offer Update


Montpellier is pleased to declare its offer for VHE wholly unconditional.  As
at 3.00 pm on 17 September 2001, valid acceptances of the Offer have been
received in respect of 11,482,427 ordinary shares in VHE, representing
approximately 35.77 per cent. of the existing issued ordinary share capital of
VHE.  The acceptances received include acceptances in respect of 10,097,038
VHE shares held by Mr B M Thomson and his family trusts which were the subject
of an irrevocable undertaking over 10,160,733 shares.  Montpellier already
owns 6,410,950 VHE shares which represent 19.97 per cent. of VHE existing
issued ordinary shares.  The acceptances received and shares already held by
Montpellier in aggregate represent 55.74 per cent. of VHE's existing issued
share capital.


The Offer will remain open for acceptance until further notice.


6,410,950 VHE Shares were held by Montpellier prior to the commencement of the
offer period representing 19.97 per cent. of VHE's issued ordinary share
capital.  A further 25,000 VHE Shares were held by Peter Gyllenhammar,
Non-executive Deputy Chairman of Montpellier.  Save as disclosed above,
neither Montpellier nor any party deemed to be acting in concert with
Montpellier otherwise hold, have acquired or agreed to acquire any VHE Shares
during the Offer period.


Save for the 25,000 VHE Shares held by Peter Gyllenhammar, no acceptances of
the Offer have been received from persons deemed to be acting in concert with
Montpellier.


This announcement, for which the Directors of Montpellier are responsible, has
been approved for the purpose of Section 57 of the Financial Services Act 1986
by Rowan Dartington & Co. Limited.


Rowan Dartington & Co. Limited, which is regulated by the Securities and
Futures Authority Limited, is acting as financial adviser to Montpellier and
no-one else in relation to the Offer and will not regard any other person as
its customer or be responsible to anyone other than Montpellier for providing
the protections afforded to customers of Rowan Dartington nor for providing
advice in relation to the Offer.



                                                                                
                                                                                
                                

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