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Pre-Conditional Voluntary General Offer For Pacific Internet Limited
28 February 2006 The Board of Directors (the ''Board'') of Pacific Internet Limited (the ''Company'') wishes to inform the shareholders of the Company (the ''Shareholders'') that the Board has on 27 February 2006 received a letter from MediaRing Ltd (the ''Offeror'') notifying the Board that UOB Asia Limited has on 27 February 2006 issued an announcement (the ''UOBA Announcement'') for and on behalf of the Offeror that, subject to the satisfaction or waiver, if applicable, of certain pre- conditions (the ''Pre-Conditions") as set out in the UOBA Announcement, the Offeror intends to make a voluntary conditional general offer (the ''Offer'') to acquire all the issued ordinary shares in the capital of the Company, other than those already held by the Offeror, its related corporations or the respective nominees of the Offeror or its related corporations as at the date of the Offer. The Pre-Conditions include, without limitation, the approval of the shareholders of the Offeror and the approval of the Info-Communications Development Authority of Singapore.
The Board notes the Pre-Conditions and that no Offer has been made. The Board notes that an Offer will only be made if and when the Pre-Conditions are satisfied or waived, if applicable.
A copy of the UOBA Announcement is attached to this Announcement ( http://xprnnews.xfn.info/pacificinternet/20060228/offer.htm ).
Details of the Pre-Conditions are set out in the UOBA Announcement.
As at the date of this Announcement, neither the Board nor the Company has entered into any discussions or negotiations with the Offeror in relation to this Offer and the Pre-Conditions.
In the meantime, Shareholders are advised to exercise caution when dealing in their shares in the Company or otherwise taking any action in relation to their shares in the Company which may be prejudicial to their interests.
The directors of the Company (including those who may have delegated detailed supervision of this Announcement) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this Announcement are fair and accurate and that no material facts have been omitted from this Announcement, and they jointly and severally accept responsibility accordingly.
Where any information has been extracted from published or otherwise publicly available sources (including, without limitation, the UOBA Announcement), the sole responsibility of the directors of the Company has been to ensure through reasonable enquiries that such information has been accurately and correctly extracted from such sources or, as the case may be, accurately reflected or reproduced in this Announcement.
For the avoidance of doubt, the directors of the Company would like to inform Shareholders that the Company and its directors take no responsibility for the contents of the UOBA Announcement.
By Order of the Board
Claude Roger Charles
Director
Editors' Notes
About Pacific Internet Limited
Pacific Internet Limited or PacNet (Nasdaq: PCNTF) is the largest telco-independent Internet communications service provider by geographic reach in the Asia-Pacific region. Established in 1995, the company has a direct presence in Singapore, Australia, Hong Kong, the Philippines, India, Thailand and Malaysia. PacNet delivers a comprehensive suite of data, voice and video services to both business and consumer customers. For further information, please visit: http://www.pacnet.com .
Cautionary Statement
Statements made in this press release with respect to Pacific Internet's current plans, estimates, strategies and beliefs and other statements that are not historical facts are forward-looking statements about the future performance of Pacific Internet. Forward-looking statements include but are not limited to those using words such as "seek,'' "expect,'' "anticipate,'' "estimate,'' "believe,'' ''intend,'' "project,'' "plan,'' ''strategy,'' "forecast" and similar expressions or future or conditional verbs such as ''will, ''would,'' ''should,'' ''could,'' ''may'' and ''might.'' These statements reflect management's current expectations, beliefs, hopes, intentions or strategies regarding the future and assumptions in light of currently available information. They are subject to a number of risks and uncertainties, including but not limited to (i) changes in the economic, regulatory and political environments in the countries where Pacific Internet operates; (ii) changes and developments in technology and the Internet marketplace; (iii) Pacific Internet's continued ability to develop and win acceptance of its products and services, which are offered in highly competitive markets; (iv) the success of its joint ventures and alliances; (v) exchange rates, particularly between the Singapore dollar and the U.S. dollar and other currencies in which Pacific Internet makes significant sales or in which its assets and liabilities are denominated; and (vi) the outcome of contingencies. In light of the many risks and uncertainties surrounding the Internet marketplace, the actual results could differ materially from those discussed in the forward-looking statements. Pacific Internet assumes no obligation to update any such statements.
For media and analyst queries, please contact:
Singapore Media Contact
Adeline Tan
Corporate Communications Manager
Pacific Internet Limited
Direct Tel: +65 6771 0443
Mobile: +65 9745 6345
Email: tan.adeline@pacific.net.sg
Investor/Analyst Contact
Manisha Singh
Investor Relations
Pacific Internet Limited
Direct Tel: +65 6771 0433
Mobile: +65 9362 9044
Email: investor@pacific.net.sg
Web: http://www.pacific.net.sg/business/investor/
US Media/Analyst Contact
Alan Katz
Cubitt Jacobs & Prosek
Tel: +1 (212) 279 3115 (ext 211)
Email: alan@cjp.com
Source: prnewswire
All trademarks and copyrighted information contained herein are the property of their respective owners.
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