Yucheng Technologies Limited Announces Extraordinary General
Meeting of Shareholders
BEIJING, Nov. 30, 2012 /PRNewswire-FirstCall/ -- Yucheng
Technologies Limited (NASDAQ: YTEC, "Yucheng" or the "Company"), a
leading provider of IT Solutions to the financial services industry
in China, today announced that it
has called an extraordinary general meeting of shareholders (the
"EGM"), to be held at 10:00 a.m.
(Beijing time) on Thursday, December 27, 2012. The meeting will be
held at Beijing Global Trade Center, Tower D, Floor 9, 36 North
Third Ring Road East, Dongcheng District, Beijing 100013, People's Republic of China, to consider and
vote upon the proposal to approve the previously announced
agreement and plan of merger dated August
13, 2012 (the "Merger Agreement") among the Company, New
Sihitech Limited ("Parent"), a British
Virgin Islands business company wholly owned by Mr.
Weidong Hong, chairman of the board
of directors and chief executive officer of the Company, and New
Sihitech Acquisition Limited ("Merger Sub"), a British Virgin Islands business company wholly
owned by Parent, and the transactions contemplated by the Merger
Agreement. This EGM will also serve as the annual meeting of
shareholders for the purpose of electing directors of the
Company.
Under the terms of the Merger Agreement, Merger Sub will be
merged with and into the Company, with the Company continuing as
the surviving company after the merger (the "Merger"). If
completed, the proposed Merger would result in Yucheng becoming a
privately-held company and its shares would no longer be listed on
the NASDAQ Global Select Market. The Company's board of directors,
acting upon the unanimous recommendation of the independent
committee of the Company's board of directors, approved the Merger
Agreement and resolved to recommend that the Company's shareholders
vote to approve the Merger Agreement and the transactions
contemplated by the Merger Agreement, including the Merger.
Shareholders of record as of the close of business in the
British Virgin Islands on
Monday, November 26, 2012 will be
entitled to vote at the EGM. Additional information regarding the
EGM and the Merger Agreement can be found in the Transaction
Statement on Schedule 13E-3, and the proxy statement attached as
Exhibit (a)-(1) thereto, filed with the Securities and Exchange
Commission ("SEC"), which can be obtained from the SEC's website
(http://www.sec.gov). In addition, shareholders will receive the
definitive proxy statement by mail and requests for additional
copies of the definitive proxy statement should be directed to
Morrow & Co., LLC, the Company's proxy solicitor, toll free at
+1 800 662 5200 (or +1 203 658 9400 if outside the United States) or by email at
YTEC.info@morrowco.com. INVESTORS AND SHAREHOLDERS ARE URGED TO
READ CAREFULLY AND IN THEIR ENTIRETY THESE MATERIALS AND OTHER
MATERIALS FILED WITH OR FURNISHED TO THE SEC, AS THEY CONTAIN
IMPORTANT INFORMATION ABOUT THE COMPANY, THE PROPOSED MERGER AND
RELATED MATTERS.
This announcement is neither a solicitation of proxy, an offer
to purchase nor a solicitation of an offer to sell any securities
and it is not a substitute for any proxy statement or other filings
that have been or will be made with the SEC.
About Yucheng Technologies Limited
Yucheng Technologies Limited (NASDAQ: YTEC) is a leading IT
service provider to the Chinese financial service providers.
Headquartered in Beijing, China,
Yucheng services clients from its nationwide network with
approximately 2,800 employees. Yucheng provides a comprehensive
suite of IT solutions to Chinese Banks including: (i) Channel
Solutions, such as e-banking and call centers; (ii) Business
Solutions, such as core banking systems and loan management; and
(iii) Management Solutions, such as risk analytics and business
intelligence. The independent research firm IDC named Yucheng the
No. 1 market share leader in China's Banking IT solution market in 2010 and
2011. For more information about Yucheng Technologies Limited,
please visit www.yuchengtech.com.
Cautionary Note Regarding Forward-Looking Statements
The information contained in this document is as of
November 30, 2012. Yucheng assumes no
obligation to update any forward-looking statements contained in
this document as a result of new information or future events or
developments.
This press release includes forward-looking statements made
pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995 that involve risks and uncertainties.
Forward looking statements are statements that are not historical
facts. Forward-looking statements generally can be identified by
the use of forward looking terminology, such as ''may,'' ''will,''
''expect,'' ''intend,'' ''estimate,'' ''anticipate,'' ''believe,''
''project'' or ''continue'' or the negative thereof or other
similar words. Such forward-looking statements, based upon the
current beliefs and expectations of Yucheng's management, are
subject to risks and uncertainties, which could cause actual
results to differ from the forward looking statements. The
following factors, among others, could cause actual results to
differ from those set forth in the forward-looking statements:
current dependence on the PRC banking industry demand for the
products and services of Yucheng; competition from other service
providers in the PRC and international consulting firms; the
ability to update and expand product and service offerings;
retention and hiring of qualified employees; protection of
intellectual property; creating and maintaining quality product
offerings; and operating a business in the PRC with its changing
economic and regulatory environment. A further list and description
of these risks, uncertainties, and other matters can be found in
the Company's Annual Report on Form 20-F for the fiscal year ended
December 31, 2011, and in the
Company's interim current reports on Form 6-K filed with the United
States Securities and Exchange Commission and available at
www.sec.gov.
For more information about Yucheng, please visit
www.yuchengtech.com.
For investor and media inquiries, please contact:
In China:
Mr. Steve Dai
Yucheng Technologies Limited
Tel: +86-10-5913-7889
Email: investors@yuchengtech.com
SOURCE Yucheng Technologies Limited