| Wed 8 Dec 2004, 12:24 | | UTi announces proposed offerings of shares |
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Uniserv - UTi Worldwide announces proposed offerings of shares for Uniserv`s
monetization transactions
United Service Technologies Limited
(Incorporated in the British Virgin Islands)
(International Business Company number 3896)
Share code: USV
ISIN ZAE000012431
(`Uniserv`)
Uniserv has as its only investment a 30.3% interest in UTi Worldwide Inc.
(`UTi`), a global supply chain solution provider, which is listed on the Nasdaq
under the symbol UTIW. An announcement by UTi was released on Nasdaq on
Tuesday, 7 December 2004. The full text of this announcement is reproduced
below:
Contacts:
Lawrence R. Samuels Cecilia Wilkinson/Angie Yang
Senior Vice President, Chief Financial Officer PondelWilkinson Inc.
UTi Worldwide Inc. 310.279.5980
310.604.3311 investor@pondel.com
UTi WORLDWIDE ANNOUNCES PROPOSED OFFERINGS OF SHARES FOR UNISERV`S MONETIZATION
TRANSACTIONS
Rancho Dominguez, California - December 7, 2004 - UTi Worldwide Inc. (NASDAQ NM:
UTIW) (`UTi Worldwide`), an international, non-asset based global integrated
logistics company, announced today that its largest shareholder, United Service
Technologies Limited (`Uniserv`), proposes to enter into certain monetization
transactions relating to ordinary shares of UTi Worldwide. In connection with
the monetization transactions, the underwriters named below or their affiliates
are publicly offering ordinary shares in registered underwritten and non-
underwritten offerings. In connection with the monetization transactions, a
total of 6,620,000 ordinary shares have been registered for sale, subject to an
increase to 7,613,000 ordinary shares if the underwriters exercise their over-
allotment option in full in the underwritten offering. UTi Worldwide will not
receive any proceeds from the sale of the shares by the sellers, nor will the
company issue any new ordinary shares in connection with the proposed offerings.
Bear, Stearns & Co. Inc. and Credit Suisse First Boston LLC are serving as Joint
Book-Running Managers for the underwritten offering.
5,743,000 shares will be offered by the underwriters in the underwritten
offering. In connection with the underwritten offering, affiliates of the
underwriters anticipate borrowing ordinary shares from UTi shareholders and then
selling those shares through the underwriters in the underwritten offering. The
underwriters have been granted an option to purchase up to 861,000 additional
shares to cover over-allotments. Up to 4,403,057 shares are expected to be
borrowed from share lenders affiliated with UTi Worldwide.
Copies of the prospectus supplement and prospectus relating to the offering can
be obtained from Bear, Stearns & Co. Inc., 383 Madison Avenue, New York, New
York 10179, and from Credit Suisse First Boston LLC, Prospectus Department, One
Madison Avenue, Level 1B, New York, NY 10010, or by faxing a request to 212-325-
8057.
Following the underwritten offering, the affiliates of the underwriters expect
to offer up to 877,000 additional ordinary shares in connection with the
monetization transactions (or up to 1,009,000 shares if the underwriters
exercise their over-allotment option in full). These additional shares will not
be part of the underwritten offering but have been registered with the
Securities and Exchange Commission. Over the same period when those affiliates
sell the additional shares, they or their affiliates expect to purchase an equal
number of ordinary shares in the open market.
This news release shall not constitute an offer to sell or the solicitation of
any offer to buy, nor shall there be any sale of the ordinary shares in any
state in which such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such state.
Safe Harbor Statement
Certain statements in this news release may be deemed to be forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. The company intends that
all such statements be subject to the `safe-harbor` provisions contained in
those sections. Such statements may include, but are not limited to, the
company`s discussion of Uniserv`s proposed monetization transactions,
anticipated borrowings of shares by affiliates of the underwriters, the
anticipated grant of an option to purchase additional shares to cover over-
allotments and other matters. Many important factors may cause the company`s
actual results to differ materially from those discussed in any such forward-
looking statements, including general economic and market conditions and other
risks and uncertainties typically associated with transactions and offerings of
this nature. Although UTi believes that the assumptions underlying the forward-
looking statements are reasonable, any of the assumptions could prove inaccurate
and, therefore, there can be no assurance that the results contemplated in
forward-looking statements will be realized. In light of the significant
uncertainties inherent in the forward-looking information included herein, the
inclusion of such information should not be regarded as a representation by UTi
or any other person that UTi`s objectives or plans will be achieved. UTi
undertakes no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.
Date: 08/12/2004 12:21:12 PM
Produced by the JSE SENS Department
