iGATE Announces Offering of Senior Notes to Fund Patni Acquisition
April 04 2011 - 6:31AM
iGATE Corporation (Nasdaq:IGTE) ("iGATE") announced today that it
intends to offer (the "Offering"), subject to market and other
customary conditions, $770 million in aggregate principal
amount of senior notes due 2016 (the "Notes"). The Notes
will be the senior obligations of iGATE and will be guaranteed by
certain of iGATE's existing and future wholly-owned U.S.
subsidiaries. iGATE intends to use the net proceeds of the
Offering to partially fund the previously announced and pending
acquisition (the "Patni Acquisition") of a majority stake in Patni
Computer Systems Ltd. (NSE:PATNI) (NYSE:PTI) ("Patni").
The Offering is contingent on the completion of the Patni
Acquisition and dependent on market conditions.
The Notes and the related guarantees will be offered in the
United States to qualified institutional buyers pursuant to Rule
144A under the Securities Act of 1933, as amended (the "Securities
Act"), and outside the United States pursuant to Regulation S under
the Securities Act. The Notes and the related guarantees have
not been registered under the Securities Act, or any state
securities laws, and, unless so registered, may not be offered or
sold in the United States absent registration or an applicable
exemption from the registration requirements of the Securities Act
and applicable state securities laws.
This press release is for informational purposes only and does
not constitute an offer to sell the Notes, nor a solicitation for
an offer to purchase the Notes, nor shall there be any sales of
Notes in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
The iGATE Corporation logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=5150
Forward-Looking Statements:
Statements contained in this press release regarding the
Offering, the Patni Acquisition, and all other statements in this
release other than recitation of historical facts are
forward-looking statements. Words such as "expect,"
"potential," "believes," "anticipates," "plans," "intends" and
similar expressions are intended to identify such forward-looking
statements. Any forward-looking statement contained herein, in
other press releases, written statements or documents filed with
the Securities and Exchange Commission (the "SEC"), or in iGATE
communications with and discussions with investors and analysts in
the normal course of business through meetings, phone calls and
conference calls are subject to known and unknown risks,
uncertainties and contingencies. Forward-looking statements
in the press release include, without limitation, iGATE's beliefs,
expectations, intentions and/or plans regarding future events,
including iGATE's plans to conduct the Offering to partially fund
the Patni Acquisition and to pay related fees and expenses, and
other matters that involve known and unknown risks, uncertainties
and other factors that may cause results, levels of activity,
performance or achievements to differ materially from results
expressed or implied by this press release. Such risk factors
include, among others difficulties, delays, unexpected costs or the
inability of iGATE to consummate the Offering of the Notes and the
related guarantees; difficulties encountered in integrating Patni's
business; uncertainties as to the timing of the Patni Acquisition,
including the consummation of the public offer under the Indian
Takeover Regulations and the tender offer under U.S. securities
laws; the satisfaction of the closing conditions to the
transaction, including the receipt of regulatory approvals; whether
certain market segments grow as anticipated; the competitive
environment in the information technology services industry and
competitive responses to the Patni Acquisition; and whether the
companies can successfully provide services/products and the degree
to which these gain market acceptance. Additional risks
relating to iGATE are set forth in iGATE's Annual Report on Form
10-K for the fiscal year ended December 31, 2010, as well as
iGATE's other reports filed with the Securities and Exchange
Commission. Actual results may differ materially from those
contained in the forward-looking statements in this press
release. Any forward-looking statements are based on
information currently available to iGATE and it assumes no
obligation to update these statements as circumstances
change.
Additional U.S.-Related Information
The information contained herein is neither an offer to purchase
nor a solicitation of an offer to sell shares of Patni Computer
Systems Limited or iGATE Corporation or any of their respective
subsidiaries or affiliates. Subject to future developments, iGATE
Corporation intends to file tender offer documents with the SEC in
connection with the proposed acquisition. Shareholders of
Patni Computer Systems Limited should read those filings, and any
other filings made by iGATE Corporation with the SEC in connection
with the proposed Acquisition, as they will contain important
information. Those documents, when filed, as well as iGATE
Corporation's other public filings with the SEC, may be obtained
without charge at the SEC's website at www.sec.gov and at iGATE
Corporation's website at www.igate.com.
CONTACT: Media Contact:
Prabhanjan Deshpande "PD"
+91 80 4104 5006
pd@igate.com
Investor Contact:
Araceli Roiz
+1 510 896 3007
+91 97409 43004
araceli.roiz@igate.com
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