TORONTO, Aug. 3 /CNW/ - Pursuant to the early warning requirements of
applicable Canadian securities laws, ValueAct Capital Master Fund, L.P. and
ValueAct Capital Master Fund III, L.P. (together, "ValueAct Capital") announce
that they acquired today 2,047,600 common shares of Pulse Data Inc. ("Pulse
Data"), comprising approximately 3.8% of the issued and outstanding common
shares of Pulse Data.
Following this acquisition, ValueAct Capital owns 7,360,500 common shares
of Pulse Data, comprising approximately 13.5% of the issued and outstanding
common shares of Pulse Data.
The shares acquired today by ValueAct Capital were acquired in a single
transaction on the Toronto Stock Exchange at a purchase price of C$3.00 per
share. Prior to today's acquisition, ValueAct Capital had accumulated shares
via open market purchases on the Toronto Stock Exchange during the period from
June 7, 2007 until July 31, 2007 at prices ranging from C$2.59 to C$3.00 per
These purchases were made for investment purposes in the ordinary course
of ValueAct Capital's business. ValueAct Capital may alone, or together with
other joint actors, further purchase, hold, vote, trade, dispose of or
otherwise deal in the common shares of Pulse Data at times, and in such
manner, as deemed advisable.
On June 20, 2007, ValueAct Capital Master Fund, L.P., on behalf of its
subsidiary Seitel, Inc. ("Seitel"), submitted to the board of directors of
Pulse Data a proposal to acquire all of the issued and outstanding common
shares of Pulse Data by means of a plan of arrangement for C$3.10 per share in
cash, subject to the favorable completion of a due diligence process. That
proposal represented a 26% premium to the 60-day volume weighted average price
of Pulse Data's shares on the Toronto Stock Exchange prior to the offer date.
That proposal was rejected by Pulse Data's board according to a telephone
communication from Pulse Data's CEO to Seitel's CEO.
ValueAct Capital and Seitel are considering presenting their C$3.10 per
share cash offer directly to Pulse Data shareholders by way of a formal
take-over bid. ValueAct Capital believes this C$3.10 price presents a very
attractive premium to Pulse Data shareholders relative to trading levels prior
to ValueAct Capital's high-volume open market share acquisition program and
prior to the Quantum Yield Inc. offer announced on June 19, 2007. A per share
price of C$3.10 also represents a 15% premium to the C$2.70 price at which the
company sold new shares in a private placement that closed on July 27, 2007.
For a copy of the report ValueAct Capital is required to file under the
early warning requirements of applicable Canadian securities laws, please
contact Dorothea Walsh at (415) 362-3700.
For further information:
For further information: Dorothea Walsh at (415) 362-3700; ValueAct
Capital's address: 435 Pacific Avenue, 4th Floor, San Francisco, CA 94133