HiSoft Announces Shareholder Approval Of Resolutions Relating To Proposed Merger With VanceInfo
BEIJING, Nov. 6, 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, announced today that at the extraordinary general meeting of the Company's shareholders (the "EGM") held earlier today, shareholders voted to approve each of the proposed resolutions in connection with the previously announced merger with VanceInfo Technologies Inc. (NYSE: VIT). These proposals related to a consolidation of the share capital of the Company, an increase in the authorized share capital of the Company, the allotment and issuance of common shares of the Company, the change of the Company's English name and adoption of a Chinese name, and certain related amendments to the Company's memorandum and articles of association.
Based on the final tabulation, over 99% of the common shares of the Company present in person or by proxy at the EGM were voted "FOR" each of the resolutions to consolidate the share capital of the Company, increase the authorized share capital of the Company and allot and issue common shares of the Company and, therefore, each of these resolutions was passed as an ordinary resolution. Based on the final tabulation, over 99% of the common shares of the Company present in person or by proxy at the EGM were voted "FOR" each of the resolutions to change the Company's English name and adopt a Chinese name and to amend the Company's memorandum and articles of association and, therefore, each of these resolutions was passed as a special resolution.
Prior to the completion of the merger, the Company will effect its previously announced 13.9482-to-1 share consolidation and adjustment to its American depositary shares ("HiSoft ADS") pursuant to which each HiSoft ADS will represent 1 HiSoft share. 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 VanceInfo. 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 with its American depositary shares listed on the NASDAQ Global Select Market under the ticker symbol of "PACT".
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