Chennai, Tamil Nadu, India
Sify Technologies Limited, (NASDAQ National Market: SIFY), a leader in Consumer, Internet and Enterprise Services in India with global delivery capabilities, announced today that effective March 24th, 2008, it has entered into a Subscription Agreement with Infinity Satcom Universal Private Limited, an Indian entity, to sell 12,817,000 Indian Equity Shares of the company to it at a per share purchase price of US $ 4.46 per share. The aggregate proceeds from this sale to fund the company's growth and development is $ 57, 163, 820.
The Share Purchase by Infinity Satcom Universal Private Limited was approved by the Company's shareholders at the Extraordinary General Meeting on March 17, 2008. The purchasing company is an entity controlled by Ananda Raju Vegesna, an Executive Director of Sify Technologies Limited, and brother of Raju Vegesna, the company's Managing Director and CEO.
The shares are being sold to the Purchaser pursuant to Regulation S under the Securities Act of 1933, as amended. The Company sold the Shares to the Purchaser in an offshore transaction, and no selling efforts were made in the United States. The Shares issued in the unregistered sale will not be registered under the Securities Act, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. Consequently, the Purchased Shares will not be registered in the United States and will not be traded in the United States as American Depositary Shares.
Waiver of Standstill Agreement:
The Board of Directors of the Company approved a waiver of certain provisions of the Standstill Agreement on February 10, 2008, by and between the Company, Infinity Capital Ventures, L.P. and Raju Vegesna, dated November 10, 2005 filed on Form 6-K on November 21, 2005. At the request of Infinity Capital Ventures, the Board waived the provision of the Standstill Agreement prohibiting Infinity Capital Ventures and Raju Vegesna from acquiring additional shares of the Company. Both Raju Vegesna and Ananda Raju Vegesna abstained from voting on the waiver.
Merger of the Company and Sify Communications Limited:
The Board also approved the merger of Sify Communications Limited on February 10, 2008, a majority-owned subsidiary of the Company, with and into the Company, with the Company as the surviving entity. The Merger was approved by the Company's shareholders at the Meeting convened by the High Court of Madras, India, on March 17, 2008. Consequent to this, the Company has filed the petition with the High Court for its confirmation and the orders of the High Court are expected by July 2008. On approval by the High Court, the Merger shall have retrospective effect from April 1, 2007.
Details of the above are available in the Company's filing of Form 6-K with the SEC.
About Sify
Sify is among the largest Internet, network and e-Commerce services companies in India, offering end-to-end solutions with a comprehensive range of products delivered over a common Internet backbone infrastructure. This Internet backbone reaches 348 cities and towns in India. A significant part of the company's revenue is derived from Corporate Services, which include corporate connectivity, network and communications solutions, security, network management services, enterprise applications and hosting. A host of blue chip customers use Sify's corporate service offerings. Consumer services include broadband home access, dial up connectivity and the iWay cyber cafe chain across 164 cities and towns. Sify is recognized as an ISO 9001:2000 certified service provider for network operations, data center operations and customer support, and for provisioning of VPNs, Internet bandwidth, VoIP Solutions and integrated security solutions, and BS7799 certified for Internet Data Center operations. Sify.com the consumer portal of Sify has sub portals like www.samachar.com, www.walletwatch.com, www.sifymax.com and www.chennailive.in, www.bangalorelive.in, www.mumbailive.in, www.hyderabadlive.in the city based live video on the web. The content is available in 5 Indian languages, which include Hindi, Malayalam, Telugu, Kannada and Tamil.
For more information about Sify, visit www.sifycorp.com
Forward Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The forward-looking statements contained herein are subject to risks and uncertainties that could cause actual results to differ materially from those reflected in the forward-looking statements. Sify undertakes no duty to update any forward-looking statements. For a discussion of the risks associated with Sify's business, please see the discussion under the caption "Risks Related to Our Business" in the company's report on Form 6-K for the Quarter ended September 30, 2007 which has been filed with the United States Securities and Exchange Commission and is available by accessing the database maintained by the SEC at www.sec.gov.
Source: Sify Limited (Business Wire India)
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