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UTi Worldwide: Uti Announces Agreement To Be Acquired By Dsv In Transaction Valued At $1.35 Billion

The following excerpt is from the company's SEC filing.

Transaction Price Represents Substantial Premium for UTi's Ordinary Shareholders and a

Strong Value Proposition for Clients

LONG BEACH, Calif., Oct. 9, 2015 (GLOBE NEWSWIRE) -- UTi Worldwide Inc. (Nasdaq:UTIW) ("UTi," "the Company"), a global supply chain services and solutions provider, today announced it has entered into a definitive agreement to be acquired by DSV for $7.10 in cash per ordinary share. This represents a 34% premium over the 30-day volume weighted average trading price for the ordinary shares and a 50% premium relative to UTi's closing trading price on October 8, 2015. The transac tion, which was unanimously approved by both UTi and DSV's Boards of Directors, is valued at approximately $1.35 billion.

Ed Feitzinger, Chief Executive Officer of UTi, stated, "We are very excited to be joining forces with DSV, which we believe will strengthen our value proposition to our clients, while providing a meaningful cash premium to the holders of our ordinary shares relative to the recent trading prices. For our clients and employees, the potential combination of our two businesses has a strong cultural fit, aligned strategy, and a complementary client base and geographic footprint. We have the opportunity to draw on the current strengths and scale of both companies to bring solutions to our clients that we could not have delivered on our own. We believe that the $7.10 cash price to holders of our ordinary shares provided by this strategic combination is the best available outcome for ordinary shareholders while allowing us to develop with DSV a nimble, efficient, and comprehensive service offering for our clients."

Roger MacFarlane, Chairman of the UTi Board of Directors and a co-founder of the Company, added, "After careful consideration of our strategic alternatives, we believe this combination appropriately recognizes the value of UTi's customer and supplier relationships, while providing holders of our ordinary shares with a meaningful cash premium to the recent stock price. This transaction represents an exciting new chapter for UTi."

Kurt K. Larsen, Chairman of the Board of Directors of DSV, added, "This is

a great step for both UTi and DSV. I know that the combined business and workforce will reach new levels together – we will create a stronger company with an expansive footprint in the 3PL space and an exciting value proposition for our customers. We look forward to joining forces and welcoming our new colleagues from UTi to DSV."

The acquisition is expected to be completed between January 1, 2016 and March 31, 2016, and is subject to approval by UTi shareholders, as well as the satisfaction of customary closing conditions and regulatory approvals. The transaction has fully committed financing and is not subject to any condition with regard to the financing.

Morgan Stanley & Co. LLC is serving as financial advisor to UTi in connection with the transaction. Cravath, Swaine & Moore LLP is serving as legal advisor to the Company in connection with the transaction.

About DSV

DSV, headquartered in Denmark, is a global supplier of transport and logistics services with 530 offices and 130 logistics facilities in 75 countries. DSV's 23,000 employees deliver services within global air and sea freight, European road freight and contract logistics. DSV recorded annual revenue of USD 8.7 billion in 2014. DSV is publicly listed on the NASDAQ Copenhagen Stock Exchange in Denmark. For more information, please visit

www.dsv.com

About UTi Worldwide

Worldwide Inc. is an international, non-asset-based supply...


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