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Wipro Ltd
today announced the completion of the tender offer by its indirect wholly owned
subsidiary, Roxy Acquisition Corp. for all outstanding shares of Infocrossing,
Inc., at a price of $18.70 per share in cash. The
acquisition of Infocrossing announced in early August will enable Wipro Infotech
to emerge as one of the world leaders in end-to-end IT infrastructure management
solutions. (See: Wipro to acquire Infocrossing) The
tender offer expired at 11:59 pm, New York City time, on 17 September 2007. The
depositary for the tender offer has advised Wipro that, as of the expiration of
the tender offer, approximately 20,465,514 shares had been validly tendered and
not withdrawn in the tender offer, and such tendered shares (together with all
shares tendered pursuant to guaranteed delivery procedures) represent approximately
100 per cent of Infocrossing''s issued and outstanding shares. All validly tendered
shares have been accepted for payment in accordance with the terms of the tender
offer. Assuming
the receipt of a sufficient number of shares tendered pursuant to guaranteed delivery
procedures to ensure that Wipro holds at least 90 per cent of Infocrossing''s outstanding
shares, Wipro intends to complete the acquisition of Infocrossing through a short-form
merger as soon as practicable. If
necessary, the Wipro will exercise its option under the merger agreement to purchase
newly issued Infocrossing shares in order to ensure ownership of at least 90 percent
of the outstanding Infocrossing shares to complete the short-form merger. In the
short-form merger, all outstanding Infocrossing shares not purchased in the tender
offer will be converted into the right to receive $18.70 per share in cash.
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