HiSoft Reaffirms Third Quarter and Full Year 2012 Guidance
BEIJING, Oct. 31, 2012
BEIJING, Oct. 31, 2012 /PRNewswire-FirstCall/ -- HiSoft Technology
International Limited ("HiSoft" or the "Company") (NASDAQ: HSFT), a leading
China-based provider of outsourced information technology and research and
development services headquartered in Dalian, China, today reaffirmed
previously issued guidance for the third quarter ended September 30, 2012 and
full year 2012, in advance of the extraordinary general meeting of HiSoft
shareholders, which is scheduled to occur at 9:00 a.m. Beijing time on
November 6, 2012, to consider certain proposals in connection with the
proposed merger of HiSoft and VanceInfo Technologies Inc.
Based on current market and operating conditions and current book orders, the
For the third quarter of 2012:
oNet revenues to be at least US$77 million.
oNon-GAAP diluted net income per ADS^^ to be between US$0.31 and
US$0.32, excluding merger related costs.
For the full year of 2012:
oNet revenues to be at least US$297 million.
oNon-GAAP diluted net income per ADS^^ ^ to be between US$1.20 and
US$1.23, excluding merger related costs.
These estimates are based on current market and operating conditions, are
subject to change, and may be influenced positively or negatively by factors
outside the Company's control, including but not limited to macroeconomic
events in the markets in which the Company operates. See "Safe Harbor
Statement" below for additional information regarding forward-looking
statements. These estimates also do not include any expected or potential
impact from any currently proposed or future merger or acquisition.
Investors should be aware that the above estimates are preliminary, unaudited
and subject to further adjustments as a result of the Company's normal
period-end closing procedures to be completed prior to the Company's upcoming
earnings announcement with respect to its financial results for the quarter
ended September 30, 2012. Further details will be provided in the Company's
upcoming third quarter 2012 earnings announcement which is currently scheduled
for Thursday, November 15, 2012.
^^ Each American depositary share ("ADS") represents 19 common shares.
^ Non-GAAP gross margin, non-GAAP operating income, non-GAAP net income,
non-GAAP basic and diluted net income per ADS and corresponding margins
presented in this press release exclude share-based compensation expense,
amortization of acquired intangible assets, change in fair value of contingent
consideration payable for business acquisition and acquisition expenses.
About HiSoft Technology International Limited
HiSoft Technology International Limited (NASDAQ: HSFT) is a leading
China-based provider of outsourced information technology and research and
development services headquartered in Dalian, China. HiSoft provides its
services to leading companies around the world through a combination of
onshore and offshore delivery capabilities. HiSoft leverages its skilled
technology specialists and client-centric delivery centers to offer customers
reliable and high-quality technology solutions.
For more information about HiSoft, please visit http://www.hisoft.com.
Safe Harbor Statement
This press release contains forward-looking statements. These statements
constitute "forward-looking" statements within the meaning of Section 21E of
the Securities Exchange Act of 1934, as amended, and as defined in the U.S.
Private Securities Litigation Reform Act of 1995. These forward-looking
statements can be identified by terminology such as "will," "expects,"
"anticipates," "future," "intends," "plans," "believes," "estimates,"
"target," "going forward," "outlook" and similar statements. Such statements
are based upon management's current expectations and current market and
operating conditions, and relate to events that involve known or unknown
risks, uncertainties and other factors, all of which are difficult to predict
and many of which are beyond HiSoft's control, which may cause HiSoft's actual
results, performance or achievements to differ materially from those in the
forward-looking statements. Further information regarding these and other
risks, uncertainties or factors is included in HiSoft's filings with the U.S.
Securities and Exchange Commission. HiSoft does not undertake any obligation
to update any forward-looking statement as a result of new information, future
events or otherwise, except as required under applicable law.
Non-GAAP Financial Measures
To supplement HiSoft's consolidated financial results presented in accordance
with GAAP, HiSoft uses the following measures defined as non-GAAP financial
measures by the SEC: Non-GAAP gross margin, non-GAAP operating income,
non-GAAP net income and non-GAAP diluted net income per ADS and related
margins which exclude share-based compensation expense, amortization of
acquired intangible assets and change in fair value of contingent
consideration payable for business acquisition and acquisition expenses. The
presentation of these non-GAAP financial measures is not intended to be
considered in isolation or as a substitute for the financial information
prepared and presented in accordance with GAAP.
HiSoft believes that these non-GAAP financial measures provide meaningful
supplemental information regarding its performance by excluding certain
expenses and expenditures that may not be indicative of its operating
performance. The Company believes that both management and investors benefit
from referring to these non-GAAP financial measures in assessing the Company's
performance and when planning and forecasting future periods. A limitation of
using non-GAAP gross margin, non-GAAP operating income, non-GAAP net income
and non-GAAP diluted net income per ADS and related margins is that these
non-GAAP measures exclude the share-based compensation charges, amortization
of acquired intangible assets, change in fair value of contingent
consideration payable for business acquisition that have been and will
continue to be for the foreseeable future a significant recurring expense in
the business and acquisition expenses. The presentation of these measures
should not be considered a substitute for or superior to GAAP results or as
being comparable to results reported of forecasted by other companies.
Management compensates for these limitations by providing specific information
regarding the GAAP amounts excluded from each non-GAAP measure. The
accompanying tables have more details on the reconciliations between GAAP
financial measures that are comparable to non-GAAP financial measures.
IMPORTANT INFORMATION FOR INVESTORS
This communication does not constitute an offer to sell or the solicitation of
an offer to buy any securities or a solicitation of any vote or approval. The
proposed merger involving HiSoft and VanceInfo Technologies Inc. ("VanceInfo")
will be submitted to the respective shareholders of HiSoft and VanceInfo for
their consideration.In connection with the proposed transaction, HiSoft has
filed with the Securities and Exchange Commission ("SEC") a registration
statement on FormF-4 (Registration File No.333-183688) that includes a
definitive joint proxy statement of VanceInfo and HiSoft and constitutes a
prospectus of HiSoft.HiSoft and VanceInfo may also plan to file other
documents with the SEC regarding the proposed transaction.The definitive
joint proxy statement/prospectus was first mailed to shareholders and holders
of American depositary receipts of HiSoft and VanceInfo on or about October5,
2012. HISOFT AND VANCEINFO URGE INVESTORS AND SECURITY HOLDERS TO READ THE
DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED
OR TO BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME
AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
Investors and shareholders may obtain free copies of the definitive joint
proxy statement/prospectus and other documents containing important
information about HiSoft and VanceInfo, once such documents are filed with the
SEC, through the website maintained by the SEC at www.sec.gov.
For investor and media inquiries please contact:
HiSoft Technology International Limited
SOURCE HiSoft Technology International Limited
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