VANCEINFO TECHNOLOGIES INC (NYSE:VIT)

BEIJING, November 6, 2012 /PRNewswire/ -- VanceInfo Technologies Inc. (NYSE: VIT) ("VanceInfo" or the "Company"), an IT service provider and one of the leading offshore software development companies in China, today announced that, at the extraordinary general meeting of the Company's shareholders (the "EGM") held earlier today, shareholders voted in favor of, among other things, the proposal to authorize and approve the previously announced merger agreement dated August 10, 2012, as amended by the amendment dated August 31, 2012, by and among HiSoft Technology International Limited ("HiSoft") (NASDAQ: HSFT), VanceInfo, Chemistry Merger Sub Inc. and Chemistry Merger Sub II Inc.(the "Merger Agreement"), the plan of merger in the form attached as Annex A to the Merger Agreement (the "Plan of Merger"), and the transaction contemplated thereby (the "Merger"). Based on the final tabulation, over 98% of the ordinary shares of the Company present in person or by proxy at the EGM voted "FOR" the resolution to authorize and approve the Merger Agreement, the Plan of Merger and the Merger, which was therefore passed as a special resolution.

The parties expect to complete the Merger as soon as practicable. The completion of the Merger is subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement with HiSoft. As a result of the Merger, VanceInfo's American depositary shares will no longer be listed on the New York Stock Exchange. Upon completion of the merger, the combined entity will be named "Pactera Technology International Ltd." in English and "Wensi Haihui Jishu Youxian Gongsi" in Chinese Pinyin with its American depositary shares listed on the NASDAQ Global Select Market under the ticker symbol of "PACT".

BEIJING, October 31, 2012 /PRNewswire/ -- VanceInfo Technologies Inc. (NYSE:VIT) ("VanceInfo" or the "Company"), an IT service provider and one of the leading offshore software development companies in China, today reaffirmed previously issued guidance for the third quarter and full year 2012 in advance of the extraordinary general meeting of VanceInfo shareholders, which is scheduled to occur at 9:00 a.m. Beijing time on November 6, 2012, to consider certain proposals in connection with the proposed merger of VanceInfo and HiSoft Technology International Limited.

Based on current market and operating conditions and current book orders, the Company expects:

for the third quarter of 2012:

• Net revenues to be between $95 million and $97 million.
• Non-GAAP diluted EPS(1) to be between $0.18 and $0.20.

for the full year of 2012:

• Net revenues to be between $372 million and $376 million.
• Non-GAAP diluted EPS(1) to be between $0.75 and $0.81.

These estimates are based on current market and operating conditions, are subject to change, and may be influenced positively or negatively by factors outside the Company's control, including but not limited to macroeconomic events in the markets in which the Company operates. See "Safe Harbor Statement" below for additional information regarding forward-looking statements. These estimates also do not include any expected or potential impact from any currently proposed or future merger or acquisition.

Investors should be aware that the above estimates are preliminary, unaudited and subject to further adjustments as a result of the Company's normal period-end closing procedures to be completed prior to the Company's upcoming earnings announcement with respect to its financial results for the quarter ended September 30, 2012. Further details will be provided in the Company's upcoming third quarter 2012 earnings announcement which is currently scheduled for Thursday, November 15, 2012.

Second Quarter 2012 Results

• Net revenues for the second quarter of 2012 increased to $94.7 million, up 38.8% from $68.2 million for the second quarter of 2011.
• Net revenues from the Consulting and Solutions business increased to $11.7 million, up 112.1% over the same quarter last year.
• Net revenues from the BFSI sector were $15.4 million, up 103.0% from $7.6 million in the second quarter of 2011.
• Diluted earnings per share ("EPS") and non-GAAP diluted EPS(1) were $0.11 and $0.19, respectively, for the second quarter of 2012.
• Employees totaled 15,605, including 14,014 billable professionals, as of June 30, 2012.

"We are delighted to report another record quarter of revenues," said Chris Chen, Chairman and Chief Executive Officer of VanceInfo. "In spite of the sluggish macroeconomic environment, we are still seeing robust demand for our services. Our strategic investments in consulting and solutions services, especially in BFSI and Travel & Transportation verticals, have yielded impressive results in new client engagements and growing pipelines. With our enhanced business mix and service model, we will continue to deliver quality growth with gradually recovering margins."

Outlook for the Third Quarter and Full Year 2012

For the third quarter of 2012, the Company expects:

• Third quarter 2012 net revenues to be between $95 million and $97 million, representing an increase between 35% and 38% from the corresponding period in 2011.
• Third quarter 2012 non-GAAP diluted EPS[1] to be between $0.18 and $0.20, based on 44.3 million total ADS-equivalent average shares outstanding. The EPS outlook reflects the near-term negative impact from a large European client's recent downsizing and a major Chinese customer forming a joint venture with one of our competitors.

For the full year of 2012:

• The Company raised its guidance and expects 2012 net revenues to be between $372 million and $376 million, representing a growth between 31% and 33% from 2011.
• The Company revised its original 2012 non-GAAP diluted EPS[1] guidance to $0.75 to $0.81, excluding the merger transaction costs, based on 44.2 million total ADS-equivalent average shares outstanding. The reduced non-GAAP diluted EPS guidance reflects the near-term negative impact from the recent events with two large customers as mentioned above.
• The EPS outlook assumes an effective income tax rate of 14% to 16%.

First Quarter 2012 Financial and Operating Highlights

• Net revenues for the first quarter of 2012 increased to $86.1 million, up 50.0% from $57.4 million for the first quarter of 2011.
• Net revenues from the Consulting and Solutions business increased to $9.8 million, up 109.1% over the same quarter last year.
• Diluted earnings per share ("EPS") and non-GAAP diluted EPS(1) were $0.08 and $0.16, respectively, for the first quarter of 2012.
• Employees totaled 15,693, including 14,111 billable professionals, as of March 31, 2012.

"We are pleased to report a strong quarter with revenue growth exceeding our expectation," saidChris Chen, Chairman and Chief Executive Officer of VanceInfo. "Demand remains healthy in both domestic and overseas markets. And we are beginning to see encouraging returns on our strategic investment in Consulting and Solutions capabilities, which has strengthened our client engagement model and further enhanced our competitive advantage. With continued growth opportunities ahead, we are confident in our ability to accomplish the financial and operational goals that we have laid out for 2012. "

Outlook for the Second Quarter and Full Year 2012

For the second quarter of 2012, the Company expects:

• Second quarter 2012 net revenues to be at least $91 million, representing at least 33% increase from the corresponding period in 2011.
• Second quarter 2012 non-GAAP diluted EPS(1) to be between $0.19 and $0.20, based on 44.2 million total ADS-equivalent average shares outstanding.

For the full year of 2012:

• The Company raised its guidance and expects 2012 net revenues to be at least $368 million, representing at least 30% increase from 2011.
• The Company reaffirms its original 2012 non-GAAP diluted EPS(1) guidance of $0.86 to $0.92, representing an increase of 16.2% to 24.3% from 2011, based on 44.3 million total ADS-equivalent average shares outstanding. The non-GAAP diluted EPS guidance reflects the Company's commitment to investing in and diversifying its business, the continued wage inflation environment in China and higher effective income tax rate in 2012.
• The EPS outlook assumes an effective income tax rate of 14% to 16%.

Fourth Quarter and Full Year 2011 Financial and Operating Highlights 

• Net revenues for the fourth quarter of 2011 increased to $87.2 million, up 46.3% from $59.6 million for the fourth quarter of 2010.
• Diluted earnings per share ("EPS") and non-GAAP diluted EPS(1) were $0.11 and $0.20, respectively, for the fourth quarter of 2011.
• Net revenues for the full year 2011 were $283.1 million, an increase of 33.8% over 2010.
• Diluted EPS and non-GAAP diluted EPS¹ were $0.49 and $0.74, respectively, for the full year 2011.
• Employees totaled 14,958, including 13,424 billable professionals, as of December 31, 2011.

"We are very excited about the strong growth momentum in the fourth quarter of 2011," said Chris Chen, Chairman and Chief Executive Officer of VanceInfo. "Our strategic investment in the financial services vertical, new service lines and U.S. onshore presence has contributed to our performance in this quarter. We are committed to continued investment in consulting and solution based capabilities and diversifying our business mix to support our sustainable growth objectives. While 2011 has been a challenging year for our industry, we hope 2012 is a year of stabilization with continued revenue growth and gradual margin recovery."

Outlook for the First Quarter and Full Year 2012

For the first quarter and full year of 2012, the Company expects:

• First quarter 2012 net revenues to be at least $80 million, representing at least 39.4% increase from the corresponding period in 2011.
• First quarter 2012 non-GAAP diluted EPS¹ to be between $0.14 and $0.15, based on 43.7 million total ADS-equivalent average shares outstanding, reflecting the seasonality effect of the domestic business, relatively lower government subsidies and higher effective income tax rate in 2012.
• 2012 net revenues to be at least $360 million, representing at least 27.1% increase from 2011.
• 2012 non-GAAP diluted EPS¹ to be between $0.86 and $0.92, representing an increase of 16.2% to 24.3% from 2011, based on 44.2 million total ADS-equivalent average shares outstanding. The non-GAAP diluted EPS guidance reflects continued uncertainties on the wage inflation environment in China.
• The EPS outlook assumes an effective income tax rate of 14% to 16%

Third Quarter 2011 Results

Second Quarter 2011 Results

First Quarter Results:

• Net revenues for the first quarter 2011 increased to $57.4 million, up 29.5 % from $44.3 million for the first quarter 2010.
• Gross profit for the first quarter 2011 was $21.5 million, up 20.2% from $17.9 million for the same period in 2010.  Gross margin for the first quarter 2011 was 37.4%.
• Non-GAAP net income(1) for the first quarter 2011 was $9.1 million, up 17.6% from the same period in 2010.  Non-GAAP net margin(1) for the first quarter 2011 was 15.8%.
• Non-GAAP diluted earnings per share ("EPS")(1) were $0.20 for the first quarter of 2011.

"We are pleased to report another solid quarter with results ahead of our expectations," said Chris Chen, Chairman and Chief Executive Officer of VanceInfo. "2011 is a critical year for VanceInfo with both challenges and opportunities.  We are encouraged by continued strong demand for our service offerings across multiple verticals and will invest heavily to position ourselves for potential growth acceleration. With our highly adaptive business strategies, proactive and selective investments in new opportunities and proven execution track record, we remain confident in our growth and profitability for 2011 and years ahead."

For the second quarter of 2011, the Company expects:

• Second quarter 2011 net revenues to be at least $67 million, representing a 29% increase from the corresponding period in 2010.
• Second quarter 2011 non-GAAP diluted EPS(1) to be at least $0.22, based on 46.3 million total ADS-equivalent average shares outstanding.

For the full year 2011, the Company has increased its guidance and expects:

• 2011 net revenues to be at least $275 million, up at least 30% from 2010. 
• 2011 non-GAAP diluted EPS(1) to be between $0.95 and $0.96, based on 46.3 million total ADS-equivalent average shares outstanding.  
• The EPS outlook assumes an effective income tax rate of approximately 11% for full year 2011, reflecting a newly obtained tax-free holiday for one of our operating subsidiaries.

The above guidance does not reflect the potential business tax exemption as discussed in our February 2011 earnings release. We have not seen any implementation details of the new policy directives, and the effective date of such exemption remains uncertain.

BEIJING, April 12, 2011 /PRNewswire-Asia/ -- VanceInfo Technologies Inc. today announced that it has acquired 100% equity interest in the main operating subsidiaries of LW International Holdings Limited ("Lifewood"), a China-based company providing business process outsourcing ("BPO") services. Under the terms of the acquisition agreement, VanceInfo will pay an initial consideration of $5.6 million in cash and stock, with contingent consideration to be paid based on Lifewood's financial performance over the next three years.

Fourth Quarter Highlights:

• Net revenues for the fourth quarter of 2010 increased to $59.6 million, up 37.8 % from $43.3 million for the fourth quarter of 2009.
• Gross profit for the fourth quarter of 2010 was $22.3 million, up 36.5% from $16.3 million for the same period in 2009.
• Diluted earnings per share ("EPS") and Non-GAAP diluted EPS(1) were $0.19 and 0.22 for the fourth quarter of 2010, respectively.

"We are pleased that VanceInfo has concluded 2010 with a record quarter," said Chris Chen, Chairman and Chief Executive Officer of VanceInfo. "In 2010 we have invested in strengthening our capabilities, diversifying our businesses and enhancing our management. We will continue those efforts in 2011.  With adaptive business strategies and solid execution, we believe we will bring greater success and value to our clients and shareholders in the coming years."

First quarter 2011

• Net revenues to be between $56 million and $57 million, reflecting a stronger seasonality this year due to the increasing revenue contribution from the Chinese domestic clients.
• First quarter 2011 non-GAAP diluted EPS(1)  to be approximately $0.19, based on 45.5 million total American depository share(5)("ADS")-equivalent average shares outstanding. The lower EPS growth relative to the revenue growth reflects the higher average shares from the impact of the 2.53 million additional ADS issued through a block trade in November 2010 as well as the higher income tax rate in 2011 as detailed below.

2011 net revenues to be at least $270 million, representing at least 28% increase from 2010.

2011 non-GAAP diluted EPS(1) to be at least $0.94, based on 45.8 million total ADS-equivalent average shares outstanding.  The lower EPS growth relative to the revenue growth reflects the higher share count and higher income tax rate in 2011.

PRNewswire-Asia--VanceInfo Technologies Inc. today closed its previously announced public offering of 2,530,000 American depositary shares ("ADSs"), including 330,000 ADSs that Citigroup Global Markets Inc. ("Citi") purchased through an over-allotment option. VanceInfo received the net proceeds of approximately $89.8 million after deducting underwriting discounts and commissions.

Second Quarter 2010 Financial and Operating Highlights:

• Net revenues in the second quarter of 2010 increased to $51.8 million, up 49.8% from $34.6 million in the second quarter of 2009.
  
• Operating income in the second quarter of 2010 was $8.3 million, up 54.3% from $5.4 million in the second quarter of 2009. Operating margin was 16.1% in the second quarter of 2010, up from 15.6% in the second quarter of 2009.
  
• Non-GAAP net income was $8.6 million, up 47.2% from $5.8 million a year ago.
  
• Non-GAAP diluted EPS was $0.20 in the second quarter, up from $0.14 in the second quarter of 2009.

"We are very pleased with our revenue growth and business momentum in the second quarter," said Chris Chen, Chairman and Chief Executive Officer of VanceInfo. "The outstanding results were driven by our effective execution and increasing demand for our services across markets. We are also starting to gain traction in new business areas with a more diversified client base. While we remain alert about the uncertain global economic dynamics, we are confident of our ability to continue deliver strong business performance and drive shareholders' returns in the second half of 2010."

Outlook for the Third Quarter:

• Third quarter 2010 net revenues to be between $53.5 million and $54.5 million, representing a 33% to 36% increase from the corresponding period in 2009.
  
• 2010 diluted EPS to be between $0.15 and $0.16 on a GAAP basis, and non-GAAP diluted EPS to be between $0.18 and $0.19, based on 43.4 million total ADS-equivalent average shares outstanding.

The third quarter EPS guidance reflects slightly lower than normal staff utilization due to certain temporary project delays and the recent hiring of college graduates in the June graduation season. We expect our utilization revert to the normal level by September and have raised our full year guidance as follows:

• 2010 net revenues to be at least $207 million, representing a 40% increase from 2009.
  
• 2010 diluted EPS to be between $0.66 and $0.70 on a GAAP basis, and between $0.77 and $0.81 on a non-GAAP basis, based on 43.3 million total ADS-equivalent average shares outstanding.

The full-year EPS outlook reflects uncertainties in the Company's effective income tax rate for 2010. Based on the Company's current understanding of the newly issued tax circular and certain pending application for other tax incentives, the Company's estimate of its effective income tax rate for 2010 at this time is between 9.5% and 12.5%.

'We are very pleased that VanceInfo continued to deliver outstanding results during the second quarter of 2009, which exceeded both our top- and bottom-line expectations,' said Chris Chen, Chairman and Chief Executive Officer of VanceInfo. 'Business with our Chinese clients continued the robust growth momentum, while our US and European businesses are stabilizing and showing encouraging signs with new customer gains. In addition, our disciplined execution and cost control helped us mitigate the negative impact from the economic downturn and deliver satisfactory earnings against increased pricing pressure. While the economic headwind will likely continue for a few more quarters, we hope that the resilience of our business model and our ability to adapt to evolving client needs will help us sustain this growth momentum.'

Issues third quarter guidance and increases previously issued 2009 full year guidance.

^a Non-GAAP EPS Figures exclude certain non-operating gains and losses as well as certain non-cash items. Non-GAAP information should not be viewed in isolation or as a substitute for reported, or GAAP information . For a more complete explanation of the company's definition of non-GAAP please refer to its financial press releases. The GeoTeam® non-GAAP figures may, from time to time,  differ from company supplied figures.

''We are pleased that VanceInfo continued to perform well during the first quarter of 2009. Our revenues exceeded our expectations, and we expanded our operating margin in a seasonally weak quarter,'' said Chris Chen, Chairman and Chief Executive Officer of VanceInfo. ''While the seasonal effect and the economic downturn had a visible impact on some of our businesses, we see continued growth momentum from our Chinese and European clients. Our pipeline of business opportunities remains encouraging in all major geographies, and our cost control measures are taking effect to protect our margins. With enhanced capabilities and brand recognition, we are confident that we will continue to win new customers and execute well for existing ones, and we will weather through the recession as an even stronger player.''

Issues second quarter guidance and increases previously issued 2009 full year guidance.

^a Non-GAAP EPS Figures exclude certain non-operating gains and losses as well as certain non-cash items. Non-GAAP information should not be viewed in isolation or as a substitute for reported, or GAAP information . For a more complete explanation of the company's definition of non-GAAP please refer to its financial press releases. The GeoTeam® non-GAAP figures may, from time to time,  differ from company supplied figures.

Guidance Report: 

'We are very pleased to deliver these strong quarterly and full year results to our investors in this increasingly challenging economic environment,' said Mr. Chris Chen, Chairman and Chief Executive Officer of VanceInfo.

'With prudent expansion strategy and solid execution, VanceInfo continued to exceed expectations in the fourth quarter and throughout 2008 despite the turbulence in the global economy.

Looking forward, we see continued demand and rising interest in our services from both Chinese companies and multinationals seeking cost effective solutions and geographic diversification. On the supply side, we see an ever growing talent pool, including many western educated returnees, with all levels of experience and expertise, ready to take on the most sophisticated R&D and IT projects in the world.

The Chinese government has also solidified its support to the outsourcing industry, providing various incentives to foster the offshore outsourcing sector. We believe these favorable factors will help mitigate the impact of a weak global economic environment and support our relatively strong growth in 2009.'

*First Quarter Fiscal 2009 Guidance Ending March

*Full Year Fiscal 2009 Guidance Ending December

*The EPS outlook assumes an effective income tax rate between 8% and 10%. For the full year 2008, the Company's effective tax rate was approximately 7.5%. Excluding a $0.2 million reversal of prior year income tax provision due to the Company's newly obtained preferential tax status, the effective tax rate for 2008 would have been 8.9%.

**EPS Figures exclude non-operating gains and losses. Non-GAAP information should not be viewed in isolation or as a substitute for reported, or GAAP information.  For a more complete explanation of the company's definition of non-GAAP please refer to their Fourth Quarter financial press release.

Source: PR Newswire (February 24, 2000)