Pactera Technology International Ltd. and VanceInfo Technologies Inc. Announce Completion of Merger
BEIJING, Nov. 9, 2012 /PRNewswire-FirstCall/ -- Pactera Technology International Ltd. ("Pactera") (NASDAQ: PACT, and formerly HiSoft Technology International Limited (NASDAQ: HSFT) ("HiSoft")) and VanceInfo Technologies Inc. (NYSE: VIT) ("VanceInfo") today announced the completion of their previously announced merger. Effective as of today, the name of the combined company is "Wensi Haihui Jishu Youxian Gongsi" in Chinese Pinyin and "Pactera Technology International Ltd." in English.
Pactera's Chief Executive Officer Mr. Tiak Koon Loh commented, "Today is a historic day for us, as together we become a premier world-class IT services provider in China, with extensive global reach. We are excited about the future and look forward to capitalizing the larger resource base, more comprehensive breadth of service capability and more balanced geographic customer profile to provide a powerful array of offerings to our customers worldwide."
"We are pleased to announce the successful completion of the merger," said Mr. Chris Chen, Non-Executive Chairman of Pactera. "The widespread support we have received from our clients, partners and employees throughout the merger process has been crucial in making this combination a success. As Chairman, I look forward to working with Mr. Loh and the new management team to open a new era of Pactera and drive sustainable growth in shareholder value."
As a result of the merger, each ordinary share of VanceInfo issued and outstanding immediately prior to the effective time of the Merger has been cancelled in exchange for the right to receive one common share of Pactera (after giving effect to the 13.9482-to-1 share consolidation completed by HiSoft prior to completion of the merger), and each American depositary share of VanceInfo ("VanceInfo ADS") representing one VanceInfo ordinary share, has been cancelled in exchange for the right to receive one American depositary share of Pactera ("Pactera ADS") (after giving effect to the 13.9482-to-1 share consolidation and adjustment of the ADS-to-share ratio from 1-to-19 to 1-to-1, which in each case, was completed by HiSoft prior to completion of the merger).
Pactera will be listed on the NASDAQ Global Select Market ("NASDAQ"). Trading of VanceInfo ADSs on the New York Stock Exchange (the "NYSE") under the trading symbol "VIT" will be suspended beginning on November 12, 2012. Due to the consolidation of Pactera common shares, the holders of VanceInfo ADSs will be able to trade the Pactera ADSs that they are entitled to receive in the merger on a "when distributed" basis under the symbol "PACTV" commencing on November 12, 2012, with settlement of such trades to occur on November 23, 2012. Commencing on November 19, 2012, former holders of VanceInfo ADSs will be able to trade their Pactera ADSs and settle such trades in a regular manner under the symbol "PACT". Holders of HiSoft ADSs will be able to continue to trade their ADSs on NASDAQ without interruption on a "with dividend" basis under the symbol "HSFT" or on an "ex dividend" basis under the symbol "PACTV" on November 12, 2012. The HSFT symbol will change to "PACTV" effective on November 13, 2012 and will further change to "PACT" and commence trading "regular way" on November 19, 2012.
A Form 25 will be filed with the Securities and Exchange Commission (the "SEC") notifying the SEC of the delisting of the VanceInfo ADSs on NYSE and the deregistration of VanceInfo's registered securities. VanceInfo intends to terminate its reporting obligations under the Securities Exchange Act of 1934, as amended, by promptly filing a Form 15 with the SEC. VanceInfo's obligations to file or furnish with the SEC certain reports and forms, including Form 20-F and Form 6-K, will be suspended immediately as of the filing date of the Form 15 and will cease once the deregistration becomes effective.