BEIJING, Oct. 31, 2012 /PRNewswire/ -- VanceInfo
Technologies Inc. (NYSE:VIT) ("VanceInfo" or the "Company"), an IT
service provider and one of the leading offshore software
development companies in China,
today reaffirmed previously issued guidance for the third quarter
and full year 2012 in advance of the extraordinary general meeting
of VanceInfo shareholders, which is scheduled to occur at
9:00 a.m. Beijing time on November 6, 2012, to consider certain proposals
in connection with the proposed merger of VanceInfo and HiSoft
Technology International Limited.
Based on current market and operating conditions and current
book orders, the Company expects:
for the third quarter of 2012:
- Net revenues to be between $95 million
and $97 million.
- Non-GAAP diluted EPS(1) to be between $0.18 and $0.20.
for the full year of 2012:
- Net revenues to be between $372 million
and $376 million.
- Non-GAAP diluted EPS(1) to be between $0.75 and $0.81.
These estimates are based on current market and operating
conditions, are subject to change, and may be influenced positively
or negatively by factors outside the Company's control, including
but not limited to macroeconomic events in the markets in which the
Company operates. See "Safe Harbor Statement" below for additional
information regarding forward-looking statements. These
estimates also do not include any expected or potential impact from
any currently proposed or future merger or acquisition.
Investors should be aware that the above estimates are
preliminary, unaudited and subject to further adjustments as a
result of the Company's normal period-end closing procedures to be
completed prior to the Company's upcoming earnings announcement
with respect to its financial results for the quarter ended
September 30, 2012. Further
details will be provided in the Company's upcoming third quarter
2012 earnings announcement which is currently scheduled for
Thursday, November 15, 2012.
About VanceInfo
VanceInfo Technologies Inc. is an IT service provider and one of
the leading offshore software development companies in China.
The Company ranked number one among Chinese offshore software
development service providers for the North American and European
markets as measured by 2011 revenues, according to International
Data Corporation (IDC). This marks the fifth consecutive year
that VanceInfo has been ranked number one by IDC in this
category.
VanceInfo's comprehensive range of IT services includes R&D
Outsourcing Services, Consulting and Solutions Services,
Application Management Services and Other Solutions & Services.
VanceInfo provides these services primarily to corporations
headquartered in Greater China,
the United States, Europe and Japan, targeting high-growth industries such
as telecommunications, technology, financial services, travel and
transportation services, manufacturing, retail and
distribution.
For more information about VanceInfo, please visit
www.vanceinfo.com.
Safe Harbor Statements
This announcement contains forward-looking statements made under
the "safe harbor" provisions of Section 21E of the Exchange Act.
These forward-looking statements can be identified by terminology
such as "may," "will," "expect," "anticipate," "aim," "estimate,"
"intend," "plan," "believe," "likely to" or other similar
expressions. VanceInfo may also make written or oral
forward-looking statements in its reports filed or furnished with
the SEC, in press releases and other written materials and in oral
statements made by its officers, directors or employees to third
parties. Statements that are not historical facts, including
statements about VanceInfo's beliefs and expectations, are
forward-looking statements and are subject to change.
Forward-looking statements involve inherent risks and
uncertainties. A number of important factors could cause actual
results to differ materially from those contained, either expressly
or impliedly, in any of the forward-looking statements in this
press release. These factors include the risk factors detailed in
VanceInfo's filings with the SEC. All information provided in this
press release is current as of the date of this press release, and
VanceInfo does not undertake any obligation to update any such
information, except as required under applicable law.
About Non-GAAP Financial Measures
To supplement VanceInfo's consolidated financial results
presented in accordance with GAAP, VanceInfo uses the following
measures defined as non-GAAP financial measures by the SEC: income
from operations, net income and diluted EPS excluding share-based
compensation expense, amortization of acquired intangible assets
and land use right, change in fair value of contingent
consideration payable for business acquisition, and merger-related
costs. The non-GAAP income from operations, net income and diluted
EPS for prior periods have been reclassified so that the
presentations are consistent. The presentation of these non-GAAP
financial measures is not intended to be considered in isolation or
as a substitute for the financial information prepared and
presented in accordance with GAAP.(2)
VanceInfo believes that these non-GAAP financial measures
provide meaningful supplemental information regarding its
performance by excluding certain expenses and expenditures that may
not be indicative of its operating performance. The Company
believes that both management and investors benefit from referring
to these non-GAAP financial measures in assessing the Company's
performance and when planning and forecasting future periods. A
limitation of using non-GAAP net income and diluted EPS is that
these non-GAAP measures exclude the share-based compensation
charges, amortization of acquired intangible assets and land use
right, change in fair value of contingent consideration payable for
business acquisition, and merger-related costs that have been and
will continue to be, for the foreseeable future, a significant
recurring expense in the business. Management compensates for these
limitations by providing specific information regarding the GAAP
amounts excluded from each non-GAAP measure.(2)
IMPORTANT INFORMATION FOR INVESTORS
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval. The proposed merger involving VanceInfo and
HiSoft Technology International Limited ("HiSoft") will be
submitted to the respective shareholders of VanceInfo and HiSoft
for their consideration. In connection with the proposed
transaction, HiSoft has filed with the Securities and Exchange
Commission ("SEC") a registration statement on Form F-4
(Registration File No. 333-183688) that includes a definitive
joint proxy statement of VanceInfo and HiSoft and constitutes a
prospectus of HiSoft. VanceInfo and HiSoft may also plan
to file other documents with the SEC regarding the proposed
transaction. The definitive joint proxy
statement/prospectus was first mailed to shareholders and holders
of American depositary receipts of VanceInfo and HiSoft on or about
October 5, 2012. VANCEINFO AND HISOFT URGE INVESTORS AND
SECURITY HOLDERS TO READ THE DEFINITIVE JOINT PROXY
STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED OR TO BE
FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME
AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and shareholders may obtain free copies of the
definitive joint proxy statement/prospectus and other documents
containing important information about VanceInfo and HiSoft, once
such documents are filed with the SEC, through the website
maintained by the SEC at www.sec.gov.
(1)
Non-GAAP diluted EPS excludes share-based compensation expense,
amortization of acquired intangible assets and land use right,
change in fair value of contingent consideration payable for
business acquisition, and merger-related costs. The non-GAAP
measures and related reconciliations to GAAP measures are described
in the accompanying section of "About Non-GAAP Financial Measures"
at the end of the press release.
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(2) For
more information on these non-GAAP financial measures, please see
the tables captioned "Reconciliations of Non-GAAP Financial
Measures to Comparable GAAP Measures" and "Reconciliations of
Forward-Looking Guidance for Non-GAAP Financial Measures to
Comparable GAAP Measures" set forth at the end of VanceInfo's
second quarter 2012 earnings announcement dated August 10,
2012.
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For further information, please contact:
Sheryl Zhang
Investor Relations
VanceInfo Technologies Inc.
Tel: +86-10-8282-5330
E-mail: ir@vanceinfo.com
SOURCE VanceInfo Technologies Inc.