| Mon 20 Dec 2004, 17:53 | | UNISERV HAS AS ITS ONLY INVESTMENT A 30.3% INTERES |
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UNISERV - UNISERV HAS AS ITS ONLY INVESTMENT A 30.3% INTEREST IN UTI WORLDWIDE
INC.
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 Friday,
17 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 PRICING OF PUBLIC OFFERING OF SHARES FOR
UNISERV`S MONETIZATION TRANSACTIONS
Rancho Dominguez, California - December 17, 2004 - UTi Worldwide Inc. (NASDAQ
NM: UTIW) (`UTi Worldwide`), an international, non-asset based global integrated
logistics company, announced today the pricing at $65.00 per ordinary share of
the previously announced underwritten offering of 5,743,000 UTi Worldwide
ordinary shares in connection with monetization transactions being conducted by
United Service Technologies Limited (`Uniserv`), UTi Worldwide`s largest
shareholder. The underwriters have been granted an option to purchase up to
861,000 additional shares to cover over-allotments.
In connection with previously announced monetization transactions being
conducted by Uniserv, 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 described above. 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.
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. Up to
4,403,057 shares are expected to be borrowed from share lenders affiliated with
UTi Worldwide.
It is anticipated that the underwritten offering will close on or about December
22, 2004, subject to the satisfaction of closing conditions.
Copies of the prospectus supplement and prospectus relating to the underwritten
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 or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the securities laws of
any such state or jurisdiction.
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
anticipated closing of the offering is subject to conditions, including
conditions beyond the control of the company, the company`s discussion of
Uniserv`s proposed monetization transactions, anticipated borrowings of shares
by affiliates of the underwriters 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.
