VanceInfo Technologies Inc. Shareholders Approve Merger With HiSoft Technology
BEIJING, Nov. 6, 2012
BEIJING, Nov. 6, 2012 /PRNewswire/ --VanceInfo Technologies Inc. (NYSE: VIT)
("VanceInfo" or the "Company"), an IT service provider and one of the leading
offshore software development companies in China, today announced that, at the
extraordinary general meeting of the Company's shareholders (the "EGM") held
earlier today, shareholders voted in favor of, among other things, the
proposal to authorize and approve the previously announced merger agreement
dated August 10, 2012, as amended by the amendment dated August 31, 2012, by
and among HiSoft Technology International Limited ("HiSoft") (NASDAQ: HSFT),
VanceInfo, Chemistry Merger Sub Inc. and Chemistry Merger Sub II Inc.(the
"Merger Agreement"), the plan of merger in the form attached as Annex A to the
Merger Agreement (the "Plan of Merger"), and the transaction contemplated
thereby (the "Merger"). Based on the final tabulation, over 98% of the
ordinary shares of the Company present in person or by proxy at the EGM voted
"FOR" the resolution to authorize and approve the Merger Agreement, the Plan
of Merger and the Merger, which was therefore passed as a special resolution.
The parties expect to complete the Merger as soon as practicable. The
completion of the Merger is subject to the satisfaction or waiver of the
conditions set forth in the Merger Agreement with HiSoft. As a result of the
Merger, VanceInfo's American depositary shares will no longer be listed on the
New York Stock Exchange. Upon completion of the merger, the combined entity
will be named "Pactera Technology International Ltd." in English and "Wensi
Haihui Jishu Youxian Gongsi" in Chinese Pinyin with its American depositary
shares listed on the NASDAQ Global Select Market under the ticker symbol of
VanceInfo Technologies Inc. (NYSE: VIT) is an IT service provider and one of
the leading offshore software development companies in China.
The Company ranked number one among Chinese offshore software development
service providers for the North American and European markets as measured by
2011 revenues, according to International Data Corporation (IDC). This marks
the fifth consecutive year that VanceInfo has been ranked number one by IDC in
VanceInfo's comprehensive range of IT services includes R&D Outsourcing
Services, Consulting and Solutions Services, Application Management Services
and Other Solutions & Services. VanceInfo provides these services primarily
to corporations headquartered in Greater China, the United States, Europe and
Japan, targeting high-growth industries such as telecommunications,
technology, financial services, travel and transportation services,
manufacturing, retail and distribution.
For more information about VanceInfo, please visit www.vanceinfo.com.
Safe Harbor Statements
This announcement contains forward-looking statements made under the "safe
harbor" provisions of Section 21E of the Exchange Act. These forward-looking
statements can be identified by terminology such as "may," "will," "expect,"
"anticipate," "aim," "estimate," "intend," "plan," "believe," "likely to" or
other similar expressions. VanceInfo may also make written or oral
forward-looking statements in its reports filed or furnished with the SEC, in
press releases and other written materials and in oral statements made by its
officers, directors or employees to third parties. Statements that are not
historical facts, including statements about VanceInfo's beliefs and
expectations, are forward-looking statements and are subject to change.
Forward-looking statements involve inherent risks and uncertainties. A number
of important factors could cause actual results to differ materially from
those contained, either expressly or impliedly, in any of the forward-looking
statements in this press release. These factors include the risk factors
detailed in VanceInfo's filings with the SEC. All information provided in
this press release is current as of the date of this press release, and
VanceInfo does not undertake any obligation to update any such information,
except as required under applicable law.
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. 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.
VanceInfo and HiSoft 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 VanceInfo and HiSoft on or about October 5, 2012.
VANCEINFO AND HISOFT 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 VanceInfo and HiSoft through the website maintained by the
SEC at www.sec.gov.
For more information, please contact:
VanceInfo Technologies Inc.
SOURCE VanceInfo Technologies Inc.
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