UPDATE: Pactera Reports Deal to Be Purchased by Blackstone for $7.30/ADS

Pactera Technology International Ltd. PACT ("Pactera" or the "Company"), a global consulting and technology services provider headquartered in China, announced today the signing of a definitive merger agreement ("Merger Agreement") under which the Company will be acquired by a consortium led by funds managed or advised by Blackstone (as defined below). Under the terms of the Merger Agreement, upon completion of the acquisition, the shareholders of the Company will receive US$7.30 per common share (a "Share") or US$7.30 per American depositary share (an "ADS") of the Company (the "Transaction"). The price per Share and per ADS represents a premium of 39% over the Company's closing price of US$5.26 per ADS on May 17, 2013, the last trading day prior to the Company's announcement on May 20, 2013 that it had received a "going private" proposal from a consortium led by Blackstone, and a premium of 35% to the volume-weighted average closing price of the ADSs during the 30 trading days prior to May 20, 2013. Immediately following the consummation of the Transaction, the Company will be beneficially owned by (i) Blackstone, (ii) certain members of the Company's management comprising of Chris Chen, the Company's non-executive chairman and Tiak Koon Loh, the Company's chief executive officer and several other senior managers (the "Management") and (iii) GGV Capital and its affiliates ("GGV") (collectively, the "Buyer Consortium"). The Management and GGV have entered into a voting agreement pursuant to which each has agreed, among other things, to vote all of his, her or its Shares in favor of the authorization and approval of the Merger Agreement and the Transaction. The Company's board of directors, acting upon the unanimous recommendation of a special committee of the board of directors consisting of independent directors (the "Special Committee"), approved the Merger Agreement and the Transaction and resolved to recommend that the Company's shareholders vote to approve the Merger Agreement and the Transaction. The Special Committee negotiated the terms of the Merger Agreement with the assistance of its financial and legal advisors. The Transaction is subject to various closing conditions, including a condition that the Merger Agreement be approved by an affirmative vote of shareholders representing two-thirds or more of the Shares present and voting in person or by proxy as a single class at a meeting of the Company's shareholders convened to consider the approval of the Merger Agreement and the Transaction and a condition that the parties obtain antitrust approval for the Transaction. If completed, the Transaction will result in the Company becoming a privately-held company and its ADSs will no longer be listed on the Nasdaq Global Select Market. The Buyer Consortium, led by Blackstone, will provide equity financing for the Transaction.
Market News and Data brought to you by Benzinga APIs
Comments
Loading...
Posted In: NewsM&A
Benzinga simplifies the market for smarter investing

Trade confidently with insights and alerts from analyst ratings, free reports and breaking news that affects the stocks you care about.

Join Now: Free!