Hong Kong, Atlanta, June 22, 2006 — CDC Software, a wholly owned subsidiary of CDC Corporation (NASDAQ: CHINA), today announced that it has submitted letters to the board of directors of Onyx Software and to the SEC regarding its proposed acquisition of Onyx.
In its letter to the board of directors of Onyx, CDC Software reiterates its proposed superior competing transaction announced on June 20, 2006. The letter also raises conflict of interest issues created by the unusually high breakup fees, estimated at $0.24 per Onyx share, in the definitive agreement with M2M Holdings. As a concerned Onyx shareholder, CDC Software requests that the break fees be abandoned so that the fees can be paid to Onyx shareholders, rather than to M2M Holdings, through the course of the proposed acquisition by CDC Software. CDC Software is prepared to challenge the breakup fees in court, if it enters into a definitive agreement with Onyx. The company is awaiting a reply from the independent directors of Onyx and ready to commence negotiations.
In the letter to the SEC, CDC Software expresses its concern that Onyx may have failed to adequately consider prior proposals from CDC Software because M2M Holdings intends to keep the current Onyx management in place.
About CDC Corporation
CDC Corporation (NASDAQ: CHINA) is focused on enterprise software, mobile applications and online games. As part of its strategic review, the company has reorganized into two primary operating business units, CDC Software and China.com Inc.
For more information about CDC Corporation, please visit the website: www.cdccorporation.net.
About CDC Software
CDC Software, The Customer-Driven Company™, is a provider of enterprise software applications designed to help organizations deliver a superior customer experience while increasing efficiencies and profitability. CDC Software's product suite includes the Pivotal CRM (customer relationship management), c360 CRM add-on products, industry solutions and development tools for the Microsoft Dynamics CRM platform, Ross ERP (enterprise resource planning) and SCM (supply chain management), IMI warehouse management and order management, Platinum China HR (human resource) and business analytics solutions.
These industry-specific solutions are used by more than 5,000 customers worldwide within the manufacturing, financial services, health care, home building, real estate, and wholesale and retail distribution industries. The company completes its offerings with a full continuum of services that span the life cycle of technology and software applications, including implementation, project consulting, outsourced business services, application management and offshore development. CDC Software is the enterprise software unit of CDC Corp. (NASDAQ: CHINA). For more information, please visi twww.cdcsoftware.com.
Cautionary Note Regarding Forward-Looking Statements
This press release includes "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995, including statements relating to the effects of corporate restructurings and strategic initiatives at the company, anticipated consummation of a strategic transaction, and further actions to be taken following consummation of such a transaction. These statements are based on management's current expectations and are subject to risks and uncertainties and changes in circumstances. There are important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, including the following: whether any anticipated strategic initiatives are ever consummated; the final structure of any proposed transaction; the ability to realize strategic objectives by taking advantage of market opportunities in targeted geographic markets; the ability to make changes in business strategy, development plans and product offerings; the ability to integrate operations or new acquisitions in accordance with the company's business strategy; and the effects of restructurings and rationalization of operations. Further information on risks or other factors that could cause results to differ is detailed in filings or submissions with the United States Securities and Exchange Commission made by CDC Corporation in its Annual Report for the year ended December 31, 2005 on Form 20-F filed on June 21, 2006. All forward-looking statements included in this press release are based upon information available to management as of the date of the press release, and you are cautioned not to place undue reliance on any forward-looking statements which speak only as of the date of this press release. The company assumes no obligation to update or alter the forward looking statements whether as a result of new information, future events or otherwise.
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