Vsource(R) Announces Sale of Up to 39.3% Stake in Operating Subsidiaries to Symphony House Berhad of Malaysia
11 Dicembre 2003 - 3:00PM
PR Newswire (US)
Vsource(R) Announces Sale of Up to 39.3% Stake in Operating
Subsidiaries to Symphony House Berhad of Malaysia LA JOLLA, Calif.,
Dec. 11 /PRNewswire-FirstCall/ -- Vsource, Inc. (BULLETIN BOARD:
VSCE) , an innovative leader in providing customized global
business process outsourcing (BPO) services to clients worldwide,
today announced the signing of a sale and purchase agreement with
Symphony House Berhad, an IT and corporate services company based
in Malaysia, and other Malaysian investors, for the sale of up to
39.3% of Vsource (Malaysia) Sdn. Bhd., Vsource's wholly-owned
operating company based in Kuala Lumpur, Malaysia. (Logo:
http://www.newscom.com/cgi-bin/prnh/20030910/VSCELOGO ) Under the
terms of the sale and purchase agreement dated December 11, 2003,
Symphony and the other investors will acquire up to 39.3% of the
issued and outstanding share capital of Vsource Malaysia from
Vsource by way of a private placement for a consideration of
Malaysian Ringgit 36.1 million (approximately US$9.5 million). As a
result, following the completion of the transaction, Vsource will
hold 60.7% of Vsource Malaysia, and Symphony and the other
investors will hold 30.3% and 9.0%, respectively. Completion of the
placement is expected to take place on in the first quarter of
2004. Symphony House, which is the parent company of the Symphony
Group of companies, is currently the largest company on Malaysia's
Mesdaq market, based on market capitalization. Headed by Azman
Yahya, the Symphony Group offers a wide range of IT services,
solutions and corporate services to over 2,500 Malaysian and other
companies in the Southeast Asian region. A signing ceremony between
Vsource and Symphony was held in Cyberjaya, Malaysia today in
conjunction with the opening of Vsource's new facility in the
Malaysian Super Corridor. The event was officiated and witnessed by
Tan Sri Nor Mohamed Yakcop, Special Economic Adviser to the Prime
Minister. Each company's senior management and distinguished guests
were also on hand to witness the ceremony. The agreement was signed
by Azman Yahya, Group Chief Executive of Symphony House Berhad and
Phillip E. Kelly, Chairman and Chief Executive Officer of Vsource,
Inc. Completion is subject to standard terms applicable to a
transaction of this nature, including satisfaction of the following
key conditions: * The transfer by Vsource to Vsource Malaysia of
100% of the issued and outstanding shares of Vsource's wholly owned
subsidiaries Vsource (Japan) Limited and Vsource Taiwan Limited
Company; * Shareholder approvals, if applicable; * Regulatory
approvals; and * Satisfactory completion of due diligence by
Symphony. Following a completion of the transaction, the board of
directors of Vsource Malaysia will be comprised of three directors,
two of whom will be appointed by Vsource and one of whom will be
appointed by Symphony. The Chief Executive Officer of Vsource
Malaysia will be John G. (Jack) Cantillon, currently the Chief
Operating Officer of both Vsource Malaysia and Vsource. Subject to
market conditions, the parties currently intend to list Vsource
Malaysia on Malaysia's MESDAQ Market in 2004. "Our vision for the
future is to continue building a fully integrated network of
Centers of Excellence (COEs) to support the BPO requirements of
Fortune 500 companies globally and small and medium sized companies
in the U.S. for a wide range of services," said Phil Kelly,
Chairman and Chief Executive Officer of Vsource. "Since our BPO
beginnings only four years ago, we have grown to be one of the top
BPO companies in Asia and the largest independent BPO company with
the ability to support the entire Asia-Pacific footprint. Our COE
operating headquarters in Malaysia supports and drives our COEs
located in Kuala Lumpur, Malaysia, Osaka, Japan, and our 3rd and
4th COE in Taipei, Taiwan, and CyberJaya, Malaysia, respectively,
both of which just opened this week. In the future, we believe that
it will be important to grow our COEs to locations such as India,
China and the Philippines, which will be driven from a consistently
growing presence from our COE operating headquarters in Malaysia."
Mr. Kelly continued, "We are delighted that we are able to announce
this very important event for our company today -- a new
relationship with Symphony House Berhad. We see Symphony as a
company that represents the future of Malaysia, and a company that
can help us realize our strategy for our COEs. We are excited and
honored that Symphony will become a major partner with Vsource
through its investment in Vsource Malaysia. We see tremendous
synergies, both in terms of business but also in terms of drive,
talent and vision, and expect our relationship to be one that is
truly a "win-win" for each of us, and one which will have a
significant positive impact on shareholder value for Vsource, Inc.
as well as the shareholders of Symphony. We welcome them as
partners to the Vsource family." Dato' Mohamed Azman bin Yahya,
Group Chief Executive of Symphony, commented, "The acquisition of a
stake in Vsource Malaysia will significantly enhance Symphony's
capability in delivering world-class BPO services to Malaysian
businesses. We are excited about the joining of forces between
Symphony and Vsource, an acknowledged market leader in the Asian
BPO space. The success of Vsource Malaysia and the COEs in Japan
and Taiwan in delivering innovative and cutting-edge solutions to
their clients is a testament to the vision and execution of the
Vsource management team, and we look forward to augmenting this
talent with our knowledge and expertise in consulting and
transforming Malaysian businesses. Vsource Malaysia is truly a
success story of the Multimedia Super Corridor, and we are proud to
be part of that success. We are confident that the collaboration of
our two organizations, both sharing similar visions of the future,
will result in an enhancement in shareholder value for all
parties." About Vsource Vsource, Inc., headquartered in La Jolla,
Calif., provides global business process outsourcing (BPO) services
to clients worldwide. Under Vsource Client Outsourcing Solutions
(COS), Vsource delivers superior BPO solutions to Fortune and
Global 500 organizations. Vsource COS offerings include: Human
Resource Solutions, Warranty Solutions, Sales Solutions, and
Vsource Foundation Solutions(TM), which include Financial Services,
Customer Relationship Management (CRM), Travel and Expense Claims,
and Supply Chain Management (SCM). Under Vsource Human Capital
Management (HCM) Solutions, Vsource delivers Fortune 500
reliability to small and medium-sized businesses in the U.S.
Vsource HCM Solutions include: HR Management, Health and Welfare,
Administrative Services, and Risk Management. For more information,
visit the Vsource Web site: http://www.vsource.com/ . About
Symphony The Symphony Group of companies offers a wide range of IT
services, solutions and managed corporate services to over 2,500
Malaysian and companies in the South East Asian region. The
Symphony Group currently comprise of: * Symphony House Berhad as
its parent company, is listed on the MESDAQ Market in Malaysia; IT
Division: * Symphony Global Technologies Sdn Bhd, Symphony Xen
Solutions Sdn Bhd, Symphony Xen Solutions (S'pore) Pte. Ltd. and
Symphony Vox Sdn Bhd which provide complete systems integration,
business processing outsourcing services and business software
solutions; Corporate Services Division: * Symphony Capital Sdn Bhd,
Signet & Co. Sdn Bhd, Signet Share Registration Services Sdn
Bhd, Signet Nominee Services Sdn Bhd, Malaysian Issuing House Sdn
Bhd and OSK-Signet Trustees Berhad provides a wide spectrum of
managed corporate services including corporate advisory, company
secretarial, accounting and financial management, human resource
management, share registration, share issuance services, nominee
and trustee services. Symphony is in the midst of completing the
acquisition of Global IMP-ACT Sdn Bhd, a systems integrator and
exclusive distributor of Silverlake Integrated Banking System, and
Malaysian Share Registration Services Sdn Bhd, a share registrar.
For more information, visit the Symphony House site:
http://www.symphony.com.my/ Forward Looking Statements: Some of the
statements in this release and other oral and written statements
made by us from time to time to the public constitute
forward-looking statements. These forward-looking statements are
based on management's current expectations or beliefs and are
subject to a number of factors and uncertainties that could cause
actual results to differ materially from those described in the
forward-looking statements. These forward-looking statements
include, without limitation, statements with respect to anticipated
future operating and financial performance, introduction of
services and growth opportunities expected or anticipated to be
realized by management. Vsource disclaims any obligation to update
or revise any forward-looking statements based on the occurrence of
future events, the receipt of new information, or otherwise.
Factors that could cause or contribute to such differences include,
but are not limited to, reliance on one client and the expectation
that revenues from this client will decline significantly, a
potential requirement to redeem our Series 4-A convertible
preferred stock if we fail to meet certain conditions by March 31,
2006, our limited experience in the business process outsourcing
business, the new and unproven market for business process
outsourcing services in the Asia-Pacific region, long cycles for
sales of our solutions, complexities involved in implementing and
integrating our services, fluctuations in revenues and operating
results, economic and infrastructure disruptions, dependence on a
small number of vendors and service providers, litigation, and
competition. Other factors that may affect these statements are
identified in our previous filings with the Securities and Exchange
Commission. Vsource is a registered trademark of Vsource, Inc.
vMarketing and Vsource Foundation Solutions are trademarks of
Vsource, Inc. Fortune, Fortune 500 and Global 500 are registered
trademarks of Time Inc. Vsource disclaims any proprietary interest
in the marks and names of others. Vsource Media Relations Contact:
Cindy Kim Direct: 858.456.4871
http://www.newscom.com/cgi-bin/prnh/20030910/VSCELOGO
http://photoarchive.ap.org/ DATASOURCE: Vsource, Inc. CONTACT:
Cindy Kim, Vsource Media Relations, +1-858-456-4871, Web site:
http://www.symphony.com.my/ http://www.vsource.com/
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