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Voluntary Conditional Cash Offer by MediaRing Ltd to Purchase All Issued Ordinary Shares of Pacific Internet Limited - Revision of Offer Price
24 June 2006 The Board of Directors (the "Board") of Pacific Internet Limited ("PacNet") refers to the announcement (the "Revised Offer Announcement") made on 22 June 2006 by MediaRing Ltd (the "Offeror"), revising its offer to purchase (the "Offer to Purchase") dated 12 May 2006 in relation to the voluntary conditional cash offer (the "Offer") by the Offeror to acquire all the issued ordinary shares (the "Shares") in the capital of PacNet, other than those already held by the Offeror as at the date of the Offer (the "Revised Offer").
1. Revision of the Offer Price
The Board notes that the Revised Offer Announcement, amongst other
things, states that the Offeror is revising the offer price from
US$8.25 to US$9.50 net in cash per Share (the "Revised Offer Price"),
on the terms and subject to the conditions set out in the Revised Offer
Announcement, a copy of which is available on the following link:
http://www.sec.gov.
As stated in the Revised Offer Announcement, the Revised Offer Price is
final and the Offeror will not increase or revise the offer price
further.(1) Shareholders of the Company ("Shareholders") who have
earlier accepted the Offer are entitled to receive the Revised Offer
Price.
2. Expiration of the Revised Offer
The Board wishes to inform Shareholders that the Offeror has, in the
Revised Offer Announcement, announced a further and final extension of
the expiration date of the Revised Offer until 5:00 p.m., New York City
time on 10 July 2006.(1) The Offer had previously been scheduled to
expire at 12:00 midnight, New York City time on 26 June 2006.
Shareholders should accordingly note that as stated in the Revised
Offer Announcement, the Revised Offer will now close at 5:00 p.m., New
York City time on 10 July 2006.
The Revised Offer Announcement further states that with the extension
of the Offer, the options proposal made to PacNet's option holders has
also similarly been extended to 5:00 p.m. New York City time, on 10
July 2006.
3. Supplemental Circular
A supplemental circular setting out, inter alia, details of the Revised
Offer will be despatched by or on behalf of the Company to Shareholders
within the next 10 days.
The Board will continue to keep Shareholders informed as developments
warrant. In the meantime, Shareholders are advised to refrain from
taking any action in relation to their Shares in PacNet which may be
prejudicial to their interest.
4. Responsibility Statement
The Directors of PacNet (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 Revised
Offer 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.
(1) The Revised Offer Announcement notes that, under applicable rules
and regulations, the Offeror is not permitted to further revise
the Offer after 23 June 2006 and/or further extend the Offer past
11 July 2006, unless there is a competing offer and/or with the
consent of the Singapore Securities Industry Council. The Offeror
reserves the right to extend and/or revise its Offer in the event
of a competing offer.
By Order of the Board
Media, Investors/Analyst Contacts:
Singapore (Media)
Adeline Tan
Corporate Communications Manager
Pacific Internet Limited
Direct Tel: +65 6771 0443
Mobile: +65 9745 6345
Email: tan.adeline@pacific.net.sg
Ng Chip Keng
Weber Shandwick Worldwide (Singapore) Pte Ltd
Direct Tel: +65 6825 8084
Mobile: +65 9623 2166
Email: ckng@webershandwick.com
Singapore (Investors/Analysts)
Mervin Wang
Senior Manager, Investor Relations
Direct Tel: +65 6771 0780
Mobile: +65 97986077
Email: investor@pacific.net.sg
URL: http://www.pacnet.com/investor
US (Media, Investors/Analysts)
Alan Katz
Cubitt Jacobs & Prosek
Tel: +1 (212) 279 3115 (ext. 211)
Email: alan@cjpcom.com
Editor's 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. The company has direct presence in Singapore, Hong Kong, the Philippines, Australia, India, Thailand and Malaysia. PacNet delivers a comprehensive suite of Internet data, voice and video services to corporate business and consumer customers. For more information, visit http://www.pacnet.com.
Cautionary Statement
Statements made in this announcement with respect to PacNet's current plans, estimates, strategies and beliefs and other statements that are not historical facts are forward-looking statements about the future performance of PacNet. 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 PacNet operates; (ii) changes and developments in technology and the Internet marketplace; (iii) PacNet'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 PacNet 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. PacNet assumes no obligation to update any such statements.
(Company Registration No. 199502086C)
(Incorporated in the Republic of Singapore)
Source: prnewswire
All trademarks and copyrighted information contained herein are the property of their respective owners.
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