TSX: PSD
CALGARY, Aug. 28 /CNW/ - Pulse Data Inc. ("Pulse" or the "Company") announces that it has mailed to its shareholders and optionholders its Directors' Circular recommending the rejection of the offer by 6818862 Canada Inc., an indirect wholly-owned subsidiary of Seitel Inc., to purchase all of the common shares of Pulse for $3.10 per share (before deducting the dividend of $0.0375 per share payable in September) (the "Seitel Offer"). The Directors' Circular has also been posted on SEDAR at www.sedar.com and on Pulse's website at www.pulsedatainc.com.
As previously announced the Board of Directors believes that the Seitel Offer is inadequate and is significantly below the value of the Pulse shares. The Board unanimously recommends that Pulse shareholders reject the Seitel Offer and not tender their Pulse shares to the Seitel Offer. Shareholders are urged to read the full reasons for the Board's unanimous recommendation contained in the Directors' Circular.
The Directors' Circular also contains information concerning certain prior offers and prior valuations.
The Board is highly confident in the future of Pulse and the continued success of its business plan, which is strongly supported by Pulse's experienced management team, top-performing sales force and excellent reputation within the oil and gas industry. The Board has also formed a Special Committee of independent directors to review strategic alternatives for Pulse to enhance shareholder value, and has retained William Blair & Company to act as financial advisors to solicit interest from other parties to determine if superior competing offers or alternative proposals are available. A number of potential buyers have been contacted and a number of them have entered into confidentiality and standstill agreements providing them with access to non-public information in respect of Pulse.
Pulse also announces that with respect to the Seitel Offer, the Board of Directors has deferred the Separation Time of the rights issued under the Shareholder Rights Plan until September 21, 2007.
Disclaimer: Certain information contained herein may constitute forward-looking statements under applicable securities laws. Such statements are subject to known or unknown risks and uncertainties that may cause actual results to differ materially from those anticipated or implied in the forward-looking statements. Investors are encouraged to review the "Risk Factors" section of the Management's Discussion and Analysis in the Company's most recent Annual Report and interim reports for a discussion of risks that could affect the Company's operations and financial results. Forward-looking statements are based upon management's assumptions, expectations and estimates at the time that such statements are made. Pulse does not update forward-looking statements should circumstances change or management's assumptions, expectations or estimates change, unless required by law.