International Rollout of Amazon MP3 in 2008
Filed under: Americas, Asia-Pacific, Electronics, Europe, Marketing, New Media, Retail, Technology
SEATTLE, Jan 27, 2008 –Amazon.com (NASDAQ:AMZN – News) today announced that in 2008 the company will begin an international rollout of Amazon MP3, Amazon’s DRM-free MP3 digital music store where every song is playable on virtually any digital music-capable device, including the PC, Mac®, iPod®, Zune®, Zen®, iPhone™, RAZR™, and BlackBerry®. Amazon MP3 is the only retailer to offer customers DRM-free MP3s from all four major music labels as well as over 33,000 independent labels.
“We have received thousands of e-mails from Amazon customers around the world asking us when we will make Amazon MP3 available outside of the U.S. They can’t wait to choose from the biggest selection of high-quality, low-priced DRM-free MP3 music downloads which play on virtually any music device they own today or will own in the future,” said Bill Carr, Amazon.com Vice President of Digital Music. “We are excited to tell those customers today that Amazon MP3 is going international this year.”
Launched on Amazon.com in September 2007, Amazon MP3 offers Earth’s Biggest Selection of a la carte DRM-free MP3 music downloads, which now includes over 3.3 million songs from more than 270,000 artists. Every song and album in the Amazon MP3 music download store is available exclusively in the MP3 format without digital rights management (DRM) software and is encoded at 256 kbps to deliver high audio quality. Amazon MP3 customers are free to enjoy their music downloads using any hardware device; organize their music using any music management application, such as iTunes® or Windows Media Player™; and burn songs to CDs for personal use.
Most songs available on Amazon MP3 are priced from 89 cents to 99 cents, with more than 1 million of the over 3.3 million songs priced at 89 cents. The top 100 bestselling songs are 89 cents, unless marked otherwise. Most albums are priced from $5.99 to $9.99. The top 100 bestselling albums are $8.99 or less, unless marked otherwise. Buying and downloading MP3s from Amazon MP3 is easy. Customers can purchase downloads using Amazon 1-Click shopping, and with the Amazon MP3 Downloader, seamlessly add their MP3s to their iTunes® or Windows Media Player™ libraries.
The company is not disclosing a specific launch timeline for individual Amazon international websites.
About Amazon.com
Amazon.com, Inc. (NASDAQ:AMZN – News), a Fortune 500 company based in Seattle, opened on the World Wide Web in July 1995 and today offers Earth’s Biggest Selection. Amazon.com, Inc. seeks to be Earth’s most customer-centric company, where customers can find and discover anything they might want to buy online, and endeavors to offer its customers the lowest possible prices. Amazon.com and other sellers offer millions of unique new, refurbished and used items in categories such as books, movies, music & games, digital downloads, electronics & computers, home & garden, toys, kids & baby, grocery, apparel, shoes & jewelry, health & beauty, sports & outdoors, tools, auto & industrial.
Amazon Web Services provides Amazon’s developer customers with access to in-the-cloud infrastructure services based on Amazon’s own back-end technology platform, which developers can use to enable virtually any type of business. Examples of the services offered by Amazon Web Services are Amazon Elastic Compute Cloud (Amazon EC2), Amazon Simple Storage Service (Amazon S3), Amazon SimpleDB, Amazon Simple Queue Service (Amazon SQS), Amazon Flexible Payments Service (Amazon FPS), and Amazon Mechanical Turk.
Amazon and its affiliates operate websites, including www.amazon.com, www.amazon.co.uk, www.amazon.de, www.amazon.co.jp, www.amazon.fr, www.amazon.ca, and the Joyo Amazon websites at www.joyo.cn and www.amazon.cn.
As used herein, “Amazon.com,” “we,” “our” and similar terms include Amazon.com, Inc., and its subsidiaries, unless the context indicates otherwise.
Forward-Looking Statements
This announcement contains 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. Actual results may differ significantly from management’s expectations. These forward-looking statements involve risks and uncertainties that include, among others, risks related to competition, management of growth, new products, services and technologies, potential fluctuations in operating results, international expansion, outcomes of legal proceedings and claims, fulfillment center optimization, seasonality, commercial agreements, acquisitions and strategic transactions, foreign exchange rates, system interruption, significant amount of indebtedness, inventory, government regulation and taxation, payments and fraud. More information about factors that potentially could affect Amazon.com’s financial results is included in Amazon.com’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2006, and all subsequent filings.
Contact:
Amazon.com, Inc.
Amazon.com Media Hotline, 206-266-7180
http://www.amazon.com/pr
Source: Amazon.com, Inc.
China Voice Holding Corp. Signs $40 Million Contract
Filed under: Communications, Internet, Mobile, Telecom
BOCA RATON, Fla., Jan 26, 2008–China Voice Holding Corp. (CHVC) (OTC:CHVC), announced today that its wholly owned U.S. subsidiary, StarCom Alliance, Inc. has signed an Exclusive Supplier Agreement with Power Prepaid Phone Card Distribution (Power Distribution), a distributor of prepaid cellular products, located in Fullerton, California.
StarCom Alliance Inc., is a Master Distributor of prepaid and postpaid cellular/wireless products, discount prepaid calling cards and other telephony related products and services that enable users to call anywhere in the world at significant savings.
CHVC’s President and CEO Bill Burbank said,
“Having completed extensive negotiations with Power Distribution, we are very pleased to have executed this Agreement. Power Distribution is a well known and respected Company focused solely on prepaid cellular products and is currently purchasing in excess of $25 Million of product annually. We anticipate that with our support infrastructure and financial resources, Power Distribution will purchase more than $40 Million of our StarCom Alliance products in the next 12 months. Prepaid Cellular is among the fastest growing segments of the telecommunications industry targeting a very large credit-challenged population.
We are also in the final stages of negotiating Exclusive Supplier Agreements with three additional companies located in California that are focused primarily on the Prepaid Calling Card business and together generate over $35 Million annually in revenue, which if completed would boost our U.S. revenues to over $100 Million. Our goal is to complete these Agreements by the second quarter of this year. Prepaid cellular and prepaid calling card products will represent a significant percentage of our U.S. revenues and when added to the results of our Chinese subsidiaries will produce continued strong growth in 2008.”
China Voice Holding Corp. (“CHVC”) is a U.S. public holding company headquartered in South Florida with a portfolio of next-generation communications products and services doing business in the People’s Republic of China and the U.S. Through its subsidiaries, the Company provides Voice over Internet Protocol (“VoIP”) telephone services, office automation, wireless broadband, unified messaging, video conferencing, mobility services and other advanced voice and data services in China, where the Company has obtained full legal status as a licensed telecommunications company. The Chinese telecommunications market is the largest and fastest growing in the world. CHVC’s focus is on providing its innovative and patented voice and data solutions to government agencies and large enterprises in China. China Voice Holding Corp. trades Over-the-Counter and is listed in the Pink Sheets under the symbol “CHVC”. Upon obtaining audits of prior fiscal years, the Company plans to file with the Securities & Exchange Commission (“SEC”) to become a full-reporting company, at which time it will apply for a listing on the NASDAQ or the AMEX; and is on schedule to complete these filings in early 2008. Prior to the filing of periodic reports to the SEC, the Company is providing publicly-available financial statements and other current information at the pinksheets.com website. Additional information may be found at www.chvc.com.
Forward-Looking Statements
The foregoing, including any discussion regarding the Company’s future prospects, contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve numerous risks and uncertainties, including, but not limited to risks and uncertainties associated with economic conditions in the telecommunications industry, particularly in the principal industry sectors served by the Company; risks and uncertainties inherent in the operation of businesses outside the United States; changes in customer requirements and in the volume of sales to principal customers; the ability of the Company to assimilate acquired businesses and to achieve the anticipated benefits of such acquisitions; competition and technological change; and the ability of the Company to control operating costs and maintain satisfactory relationships with existing and potential vendors. The Company’s actual results of operations may differ significantly from those contemplated by any forward-looking statements as a result of these and other factors, including factors that may be set forth in the Company’s anticipated filings with the Securities and Exchange Commission.
Contact:
China Voice Investor
The Eversull Group, Inc.
Jack Eversull, 972-378-7917
972-378-7981 (fax)
jack@theeversullgroup.com
ir@chvcmail.com
Source: China Voice Holding Corp.
Photon Dynamics Demonstrates Compliance with NASDAQ Listing Qualifications
Filed under: Americas, Business, Defense, Manufacturing
SAN JOSE, Calif., Jan. 25 — Photon Dynamics, Inc. (Nasdaq: PHTN), a global supplier utilizing advanced digital imaging technology of Liquid Crystal Display (LCD) yield enhancement systems and high performance digital imaging systems for defense, surveillance, industrial inspection and medical imaging applications, today announced that the Nasdaq Listing Qualifications Panel notified Photon Dynamics (“the Company”) that the Company demonstrated compliance with all Nasdaq Marketplace Rules and the Panel determined to continue the listing of the Company’s securities on The Nasdaq Stock Market.Photon Dynamics reported financial results for its fourth quarter and fiscal year ended September 30, 2007. Revenue for the fourth quarter of fiscal 2007 was $24.5 million, compared to third quarter 2007 revenue of $14.4 million and $29.3 million reported for the same quarter a year ago. The net loss for the quarter was $3.4 million or $0.20 loss per share, compared to a net loss for the prior quarter of $8.7 million or $0.52 loss per share, and a restated net loss of $6.6 million or $0.39 loss per share for the same quarter a year ago.
Net loss for the fourth quarter of fiscal 2007 includes $3.7 million in charges, as follows:
-- Equity based compensation expense of $0.5 million
-- Loss on sales of fixed assets of $0.1 million
-- Acquired in-process research and development of $1.1 million
-- Amortization of intangible assets of $0.6 million
-- Restatement related expenses of $1.4 million
Non-GAAP net income for the fourth quarter was $0.3 million or $0.02 earnings per diluted share, compared to non-GAAP net loss for the prior quarter of $5.6 million or $0.34 loss per share, and a non-GAAP net loss of $4.9 million or $0.29 loss per share for the same quarter a year ago. Non-GAAP adjustments are further detailed in the accompanying Reconciliation of GAAP to Non-GAAP Results.
Bookings for the fourth quarter of fiscal 2007 were $29 million, and the Company posted a backlog of $45 million at the end of September 2007. The Company noted that bookings and backlog are not necessarily indicative of future revenue and that historically bookings have fluctuated on a quarter-to-quarter basis. These fluctuations in bookings may continue in the future.
For fiscal year ended September 30, 2007, revenue was $74.3 million, compared to revenue of $172.9 million for the year ended September 30, 2006. Net loss for the year ended September 30, 2007 was $35.1 million and loss per share was $2.09, compared to restated net income of $2.0 million and $0.12 earnings per diluted share for the year ended September 30, 2006.
Net loss for the fiscal 2007 includes $12.7 million in charges, as follows:
-- Write-down of excess inventory of $2.1 million due to order
cancellation
-- Equity based compensation expense of $2.0 million
-- Restructuring charge of $1.4 million
-- Impairment of fixed assets charge of $2.8 million
-- Loss on sales of fixed assets of $0.1 million
-- Acquired in-process research and development of $1.1 million
-- Amortization of intangible assets of 1.7 million
-- Restatement related expenses of $1.5 million
Non-GAAP net loss for fiscal 2007 was $22.4 million or $1.34 loss per share, compared to non-GAAP net income for the prior year of $7.6 million or $0.44 earnings per diluted share.
The Company’s cash, cash equivalents, short-term and long-term investments were $85 million as of September 30, 2007.
Company Projections for First Quarter Fiscal Year 2008
The Company estimates revenue for the first quarter of fiscal 2008 to be between $15.5 and $16.5 million with net loss per share of $0.51 to $0.47.
Amtower Litigation
On January 16, 2008, the Sixth District Court of Appeal for the State of California upheld the trial court’s judgment and award in favor of our Company and our former officers and affirmed the trial court award of approximately $445,000 in fees and costs and awarded additional costs and fees associated with the appeal.
Information Regarding Non-GAAP Financial Measures
Photon Dynamics provides non-GAAP net income and non-GAAP earnings per share data as additional information for its operating results. These measures are not in accordance with or an alternative for GAAP, and may be different from non-GAAP measures used by other companies. Photon Dynamics’ non-GAAP net income or loss and non-GAAP earnings per diluted share exclude the effect of SFAS 123 ®, restructuring charge, Impairment of fixed assets, gain or loss on sale of fixed assets, write-down of excess inventory due to cancelled order, acquired in-process research and development, amortization of intangible assets, income (loss) from discontinued operations and restatement expenses. Because SFAS 123 ® is a material, non-cash item Photon Dynamics has also provided non-GAAP information excluding the impact of SFAS 123 ®. Management excludes the effect of SFAS 123 ® and other charges as indicated, because management does not believe that these charges are directly applicable to the core operating performance of Photon Dynamics. Management believes that although GAAP measures are important for investors to understand, providing investors with this non-GAAP measure provides investors additional important information to enable them to assess, in the way that management assesses, both the current and future operations of Photon Dynamics.
About Photon Dynamics, Inc.
Photon Dynamics, Inc. is a global supplier utilizing advanced machine vision technology for market leading Liquid Crystal Display (LCD) flat panel display test and repair systems and for high performance digital imaging systems for defense, surveillance, industrial inspection and medical imaging applications. For more information about Photon Dynamics (Nasdaq: PHTN – News), visit its website at http://www.photondynamics.com.
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995
The statements in this press release relating to Photon Dynamics’ estimated financial results for the first quarter of fiscal 2008 are forward-looking statements. Certain statements in this press release are forward-looking statements. These forward-looking statements are based on current expectations on the date of this press release and involve a number of uncertainties and risks including but not limited and those risks and uncertainties described in the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under the caption “Factors Affecting Operating Results” in Photon Dynamics’ Annual Report on Form 10-K for the year ended September 30, 2007 as filed with the Securities and Exchange Commission. As a result, actual results may differ substantially from expectations. Photon Dynamics undertakes no obligation to update or revise any forward-looking statements, whether as a result of new developments or otherwise.
PHOTON DYNAMICS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except June 30, September 30,
share data) 2007 2006 2007
As Restated(1)
ASSETS
Current assets:
Cash and cash equivalents $28,253 $47,935 $41,170
Short-term investments 55,909 54,834 42,640
Accounts receivable, net 18,927 29,341 11,934
Inventories 18,097 18,442 13,292
Refundable customs obligations 4,082 3,157 560
Other current assets 3,518 3,972 3,661
Total current assets 128,786 157,681 113,257
Long-term investments 4,147 787 1,176
Land, property and
equipment, net 10,210 15,891 10,583
Other assets 4,826 4,542 5,365
Intangible assets, net 717 1,716 11,023
Goodwill 153 153 6,857
Total assets $148,839 $180,770 $148,261
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $7,033 $ 7,257 $4,217
Warranty 4,691 8,058 3,217
Employee notes payable -- 977 --
Customs obligations 11,144 8,673 4,114
Other current liabilities 9,679 8,967 9,874
Deferred gross margin 6,603 7,454 3,236
Total current liabilities 39,150 41,386 24,658
Long-term employee note payable -- -- 5,381
Other non-current liabilities 95 119 38
Total non-current liabilities 95 119 5419
Shareholders' equity:
Common stock 288,376 285,416 300,290
Accumulated deficit (178,088) (146,431) (181,503)
Accumulated other
comprehensive income (loss) (693) 280 (603)
Total shareholders' equity 109,595 139,265 118,184
Total liabilities and
shareholders' equity $148,839 $180,770 $148,261
(1) See Note 2, "Restatements of Consolidated Financial Statements and
Company Findings" to in Notes Consolidated Financial Statements.
PHOTON DYNAMICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except Quarter Ended Year Ended
per share data) 9/30/2006 6/30/2007 9/30/2007 2006 2007
As As As
restated(1) restated(1) restated(1)
Revenue $29,259 $14,430 $24,474 $172,872 $74,267
Cost of revenue 25,580 11,215 15,605 114,205 56,374
Gross margin 3,679 3,215 8,869 58,667 17,893
Operating expenses:
Research and
development 7,280 6,213 5,404 32,577 26,747
Selling, general and
administrative 3,784 5,831 5,879 24,506 23,076
Restructuring charge -- (95) -- 30 1,368
Impairment of property
and equipment 31 -- -- 81 2,834
Loss (gain) on sale
of property and equipment 58 -- 87 58 87
Acquired in-process
research and development -- -- 1,110 -- 1,110
Amortization of
intangible assets 372 254 654 1,489 1,653
Total operating
expenses 11,525 12,203 13,134 58,741 56,875
Loss from operations (7,846) (8,988) (4,265) (74) (38,982)
Interest income and
other, net 717 327 853 2,803 4,190
Income (loss) from
continuing operations
before income taxes
and discontinued
operations (7,129) (8,661) (3,412) 2,729 (34,792)
Provision for income
taxes (195) 72 3 561 280
Income (loss) from
continuing operations
before discontinued
operations 2,168 (35,072) (6,934) (8,733) (3,415)
Income (loss) from
discontinued operations 346 -- -- (127) --
Net income (loss) $(6,588) $(8,733) $(3,415) $2,041 $(35,072)
Income (loss) per share
from continuing
operations:
Basic $(0.41) $(0.52) $(0.20) $0.13 $(2.09)
Diluted $(0.41) $(0.52) $(0.20) $0.13 $(2.09)
Income (loss) per share
from discontinued
operations:
Basic $0.02 $ -- $ -- $(0.01) $ --
Diluted $0.02 $ -- $ -- $(0.01) $ --
Net income (loss)
per share:
Basic $(0.39) $(0.52) $(0.20) $0.12 $(2.09)
Diluted $(0.39) $(0.52) $(0.20) $0.12 $(2.09)
Weighted average number
of shares:
Basic 16,849 16,635 17,434 16,978 16,814
Diluted 16,849 16,635 17,434 17,011 16,814
(1) See Note 2, "Restatements of Consolidated Financial Statements and
Company Findings" to in Notes Consolidated Financial Statements.
Non-GAAP Net Income (Loss) Reconciliation For All Non-GAAP Items
Year Ended
Quarter Ended September
(In thousands, except 9/30/2006 6/30/2007 9/30/2007 2006 2007
per share data) As As As
restated(1) restated(1) restated(1)
GAAP net income
(loss) $(6,588) $(8,733) $(3,415) $2,041 $(35,072)
Write-down of excess
inventory due to order
cancellation 2,144 2,144
Stock-based employee
compensation expense 929 507 460 3,985 1,973
Restructuring charge -- 95 -- 30 1,368
Impairment of property
and equipment 31 -- 81 2,834
Loss (gain) on sale
of property and equipment 58 87 58 87
Acquired in-process
research and development -- 1,110 -- 1,110
Amortization of intangible
assets 372 254 654 1,489 1,653
Loss (income) from
discountinued operations 346 -- (127) --
Restatement related expense -- 88 1,416 -- 1,504
Non-GAAP net income (4,852) (5,645) 312 7,557 (22,399)
Non-GAAP Net Income (Loss) Per Diluted Share Reconciliation
For All Non-GAAP Items
GAAP net income (loss)
per share - diluted $(0.39) $(0.52) $(0.20) $0.12 $(2.09)
Write-down of excess
inventory due to
order cancellation -- 0.13 -- -- 0.13
Stock-based employee
compensation expense 0.06 0.03 0.03 0.23 0.12
Restructuring charge -- 0.01 -- 0.00 0.08
Impairment of property
and equipment 0.00 -- -- 0.00 0.17
Loss (gain) on sale of
property and equipment 0.00 -- 0.00 0.00 0.01
Acquired in-process
research and development -- -- 0.06 -- 0.07
Amortization of intangible
assets 0.02 0.02 0.04 0.09 0.10
Loss (income) from
discountinued operations 0.02 -- -- (0.01) --
Restatement related expense -- 0.0 0.08 -- 0.1
Non-GAAP net income (loss)
per share - diluted $(0.29) $(0.34) $0.02 $0.44 $(1.34)
Shares used in basic
shares calculation 16,849 16,635 17,434 16,978 16,814
Shares used
in diluted shares
calculation 16,849 16,635 17,434 17,011 16,814
Source: Photon Dynamics, Inc.
Onyx Pharma to Present at Wachovia Healthcare Conference
EMERYVILLE, Calif., Jan. 25 — Onyx Pharmaceuticals, Inc. (Nasdaq: ONXX – News) today announced that it will present at the Wachovia Healthcare Conference on Wednesday, January 30, at 8:30 a.m. Eastern Time. Interested parties may access a live webcast of the presentation at: http://www.wsw.com/webcast/wa48/onxx/
It is recommended that listeners log on 15 minutes early in order to register and download any necessary software. For those unable to participate during the live webcast, a recorded replay of the presentation will be available within 24 hours of the completion of the presentation through March 1, 2008.
Onyx Pharmaceuticals, Inc. is a biopharmaceutical company committed to improving the lives of people with cancer by changing the way cancer is treated(TM). The company, in collaboration with Bayer HealthCare Pharmaceuticals, Inc., is developing and marketing Nexavar® (sorafenib) tablets, a small molecule drug. Nexavar is currently approved for the treatment of advanced kidney cancer and for the treatment of liver cancer. Additionally, Nexavar is being investigated in several ongoing trials in non-small cell lung, melanoma and breast cancers. For more information about Onyx, visit the company’s website at: http://www.onyx-pharm.com.
Nexavar® (sorafenib) tablets is a registered trademark of Bayer Pharmaceuticals Corporation.
Source: Onyx Pharmaceuticals, Inc.
Glu Mobile offers $36 million to acquire Superscape
SAN MATEO, Calif.–(BUSINESS WIRE)–Glu Mobile Inc. (“Glu”) (NASDAQ:GLUU – News) today announced a tender offer to acquire Superscape Group plc (“Superscape”) (LSE:SPS – News), a leading developer and publisher of mobile games. The acquisition of Superscape will considerably expand Glu’s US presence and add significant development and publishing capabilities to Glu’s existing world-class resources.
The offer price of 10 pence in cash for each Superscape share values Superscape’s entire issued and to be issued share capital at approximately $36 million, or approximately $25 million when taking into account the $11 million of cash and equivalents held on Superscape’s balance sheet as of October 31, 2007.
Founded in 1993, Superscape ranked among the top five mobile games publishers in the United States during Q3 2007a, according to the Mobile Games Report from Nielsen Mobile. With approximately 135 employees, Superscape is headquartered in San Clemente, Calif., with a production facility in Moscow and an office in Fleet, Hampshire, UK. The company’s strong technical heritage in both development and publishing has led to its success in creating industry leading 3D games as well as in establishing innovative programs with leading network operators and handset manufacturers. These initiatives, which include a white label partnership with Verizon Wireless and a mobile gaming community with Alltel, distinguish Superscape within the industry.
Superscape’s portfolio of high quality games includes both original and branded titles. Superscape’s original titles include Gum Blox, Capone Casino, Sudoku, Paintball Challenge and Classic Mini Golf while its branded titles are based on recognized brands from 20th Century Fox, Universal Studios and Sony Pictures Mobile and include Alien versus Predator, Fox Motocross, AMF Extreme Bowling, Dodgeball, Fight Club, Harlem Globetrotters and Independence Day.
Greg Ballard, chief executive officer and president, Glu, commented, “This Offer represents an important step in Glu’s strategy to become the number one mobile games publisher in the world. Superscape’s strong market position in the United States, heritage in 3D technology, and unique position as a leading white label publisher are a perfect complement to Glu’s world-class global presence.”
Larry Quinn, chairman of Superscape, said, “I am very pleased that we have been able to reach agreement on the terms of this transaction, which I believe is the right strategic outcome for Superscape, offering certainty and value to our shareholders. I am confident that Superscape will make a significant contribution to the future of the combined business.”
Transaction Details
The tender offer of 10 pence for each Superscape share has been unanimously recommended by the board of directors of Superscape. The offer is being made by Glu Mobile Inc., and is for all of the issued and to be issued ordinary shares of Superscape. Glu has received irrevocable undertakings or letters of intent from Superscape shareholders representing, in aggregate, 34% of Superscape’s issued share capital. The purchase of Superscape shares in the tender offer will be funded out of Glu’s existing cash resources.
The offer is being conducted under the terms of the U.K. City Code on Takeovers and Mergers and is subject to the satisfaction and/or waiver of a set of standard terms and conditions, including, but not limited to, the receipt by Glu of 90% acceptances to the offer by Superscape shareholders. Any of the conditions can be waived at the discretion of Glu.
Superscape shareholders have a period of 21 days from the date that the tender offer document is mailed to Superscape shareholders to accept the offer. This period of acceptance of the offer may be extended at the discretion of Glu. A copy of the formal announcement containing a summary of the terms and conditions of the offer will be available on Glu’s website at www.glu.com.
Glu will not provide financial guidance on the expected impact of the acquisition until after the transaction has been successfully completed.
aRanking at the 70% confidence level of statistical significance, based on sampling and analysis of consumer mobile bills from the top four US mobile carriers.
About Glu
Glu (NASDAQ:GLUU – News) is a leading global publisher of mobile games. Its portfolio of top-rated games includes original titles Super K.O. Boxing!, Stranded and Brain Genius, and titles based on major brands from partners including Atari, Activision, Konami, Harrah’s, Hasbro, Warner Bros., Microsoft, PlayFirst, PopCap Games, SEGA and Sony. Founded in 2001, Glu is based in San Mateo, Calif. and has offices in London, France, Germany, Spain, Italy, Hong Kong, China, Sao Paulo and Chile. Consumers can find high-quality, fresh entertainment created exclusively for their mobile phones wherever they see the ‘g’ character logo or at www.glu.com.
About Superscape
Superscape is the world’s leading publisher of 3D mobile games. Superscape is quoted on the London Stock Exchange and has corporate offices in San Clemente, California (USA) and Fleet, Hampshire (UK), together with a development and production facility in Moscow.
This news release contains certain forward-looking statements with respect to the plans, objectives and expected performance of Superscape and Glu. Such statements relate to events and depend on circumstances that will occur in the future and are subject to risks, uncertainties and assumptions. There are a number of factors which could cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements including, among others, the risk that the offer is not consummated in a timely manner (if at all); the risk that the anticipated benefits of the combination of the Glu and Superscape businesses will not materialize; the enactment of legislation or regulation that may impose costs or restrict activities; the re-negotiation of contracts or licenses; risks regarding the loss of key wireless carrier customers or subscribers; risks relating to the integration of the businesses of Glu and Superscape including that such integration efforts may result in unforeseen operating difficulties and expenditures; risks related to the diversion of management’s attention from ongoing business operations as a result of the offer process; risks relating to employee retention; fluctuations in demand and pricing in the mobile industry; fluctuations in exchange controls; changes in government policy and taxations; industrial disputes; war and terrorism. This list is not exhaustive of the factors that may affect the forward-looking information. These and other factors should be considered carefully and undue reliance should not be placed on such forward-looking information. Although this announcement has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ materially from those anticipated, estimated or intended and therefore there can be no assurance that forward-looking statements will prove accurate. Forward-looking statements contained in this news release in respect of Superscape and/or Glu are made as of the date of this news release based on the opinions and estimates of management. Subject to requirements to update under any applicable regulation or law, Superscape and Glu disclaim any obligation to update any forward-looking statements, whether as a result of new information, estimates or opinions, future events, results or otherwise. Information on some risks and uncertainties are described in the “Risk Factors” section of Glu’s Form 10-Q for the quarter ended September 30, 2007, filed with the U.S. Securities and Exchange Commission on November 14, 2007. Copies of the Form 10-Q are available from Glu’s web page at www.glu.com.
For a further list and description of such risks and uncertainties, see the reports filed by Glu with the US Securities and Exchange Commission. Glu disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
This news release does not constitute, or form part of, an offer or solicitation of any offer to sell or an invitation to purchase any securities or the solicitation of an offer to buy any securities, pursuant to the offer or otherwise. The offer will be made solely by means of the formal offer document and the related form of acceptance accompanying the formal offer document, which contains the full terms and conditions of the offer, including details of how the offer may be accepted. Any acceptance or other response to the offer should be made on the basis of the information in the formal offer document and the related form of acceptance.
The availability of the offer to Superscape shareholders who are not resident in the United Kingdom may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the U.K. should inform themselves about, and observe, any applicable requirements. Any failure to comply with the applicable requirements may constitute a violation of the securities laws of any such jurisdiction. Further details in relation to overseas shareholders are contained in the formal offer document.
Glu has filed a Form 8-K with the United States Securities and Exchange Commission (the “SEC”) containing the Announcement of Recommended Cash Offer and other relevant materials related to the proposed acquisition of Superscape by Glu. The Form 8-K and any other documents filed by Glu with the SEC may be obtained free of charge at the SEC’s web site at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed by Glu with the SEC by contacting Nicole Kennedy, Glu’s Senior Director of Global Public Relations, at (650) 532-2488. Investors and security holders of Superscape are urged to read the Announcement for Recommended Cash Offer and the other relevant materials before making any voting or investment decision with respect to the offer because they contain important information about Glu, Superscape and the offer.
GLU MOBILE, GLU, SUPER K.O. BOXING!, STRANDED, BRAIN GENIUS and the ‘g’ character logo are trademarks of Glu Mobile.
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