QualityStocks would like to highlight Ninetowns Internet Technology Group Company (NASDAQ: NINE). The company, through its subsidiaries, engages in the sale of enterprise software and provision of related after-sales maintenance services in the Peoples Republic of China (PRC). The company offers iDeclare.CIQ series of products that enable international trade enterprises to complete the declaration process electronically over the Internet; and iQM product series that enable international trade enterprises to collect, analyze, monitor, correct, and track product quality-related data from the raw material stages to final production.
In the company’s news Friday,
Ninetowns Internet Technology Group Co. Ltd. announced that its Board of Directors has received a preliminary non-binding proposal letter, dated October 12, 2012, from certain directors and officers of the company, including Mr. Shuang Wang, Ms. Min Dong, Mr. Xiaoguang Ren, Mr. Kin Fai Ng, Mr. Bolin Wu, Mr. Zhonghai Xu, Mr. Tommy Siu Lun Fork, and affiliates of some of these directors and officers (together, the “Consortium Members”), that proposes a “going-private” transaction involving the acquisition of all of the outstanding ordinary shares of the company not already owned by the Consortium Members at a price per share in the range of US$1.80 to US$2.00 in cash. Each American depositary share of the Company represents one ordinary share.
According to the proposal received by Ninetowns, the Consortium Members will form an acquisition vehicle for the purpose of pursuing the transaction. Ninetowns states that the transaction will be financed with a combination of cash from its resources, its subsidiaries, and the acquisition vehicle to be formed by the consortium members, as needed. A copy of the proposal letter is attached hereto as Exhibit A.
To consider the proposed transaction, Ninetowns’ Board of Directors has formed a special committee of independent directors (the “Special Committee”) consisting of Mr. Martin Cheung, Mr. Da Chun Zhang, and Mr. Mark Ming Hsun Lee. The Special Committee has been authorized to retain financial, legal, and other advisors to assist it in its review of the Transaction. Paul Hastings LLP is acting as the Company’s U.S. counsel and Ropes & Gray is acting as U.S. counsel to the Consortium Members.
Ninetowns has addressed its shareholders and others considering trading in its securities, reaffirming that the proposal is non-binding and that the company has just received the initial proposal and no official decisions have been made with respect to the company’s response to the proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed, or that this or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to the Transaction or any other transaction, except as required under applicable law.
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Forward-Looking Statement:
This release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All forward-looking statements are inherently uncertain as they are based on current expectations and assumptions concerning future events or future performance of the company. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of the date hereof. Risks and uncertainties applicable to the company and its business could cause the company's actual results to differ materially from those indicated in any forward-looking statements.
