BEIJING, Feb. 17 /PRNewswire-Asia/ -- Perfect World Co., Ltd.
(Nasdaq: PWRD) (“Perfect World” or the “Company”), a leading online game developer and operator in China, will hold an Extraordinary General Meeting (“EGM”) of shareholders at the office of 41st Floor, One Exchange Square, 8 Connaught Place Central, Hong Kong, on February 28, 2009 at 3:00 P.M. (Hong Kong time). Holders of record of ordinary shares of the Company at the close of business on February 16, 2009, Hong Kong time, are entitled to notice of, and to vote at, the EGM or any adjournment or postponement thereof. Holders of the Company’s American depositary shares (“ADSs”) who wish to exercise their voting rights for the underlying ordinary shares must act through the depositary of the Company’s ADS program, Deutsche Bank Trust Company Americas.
The EGM will discuss and seek adoption of the following resolutions to be proposed by the Company:
1. Proposal No. 1 - Amendment of the Section 3.1(a) of the Share Incentive
Plan by replacing it with the following paragraph: “Subject to the
provisions of Article 8 and Section 3.1(b), the maximum aggregate
number of Shares which may be issued pursuant to all Awards (including
Incentive Share Options) is 42,145,000, or a lesser number of Shares
determined by the Committee.”
2. Proposal No. 2 - Amendment of the Section 5.1(a) of the Share Incentive
Plan by adding the following paragraph “; provided, however, that no
Option may be granted to an individual subject to taxation in the
United State at less than the Fair Market Value on the date of grant.
The exercise price per Share subject to an Option may be adjusted in
the absolute discretion of the Committee, the determination of which
shall be final, binding and conclusive. For the avoidance of doubt, to
the extent not prohibited by Applicable Law or any exchange rule, a
repricing of Options mentioned in the preceding sentence shall be
effective without the approval of the Company’s shareholders or the
approval of the Participants. Notwithstanding the foregoing, the
exercise price per Share subject to an Option shall not be increased
without the approval of the Participants.”
3. Proposal No. 3 - Amendment of the Section 9.3 of the Share Incentive
Plan by adding the following paragraph: “(j) Reduce the exercise price
per Share subject to an Option;”
4. Proposal No. 4 - to authorize each of the directors to take any and
every action that might be necessary to effect the foregoing
resolutions 1 to 3 as such director, in his absolute discretion, thinks
fit.
About Perfect World Co., Ltd. ( http://www.pwrd.com )
Perfect World Co., Ltd. (NASDAQ: PWRD) is a leading online game developer and operator in China. Perfect World primarily develops three-dimensional (“3D”) online games based on the proprietary Angelica 3D game engine and game development platform. The Company’s strong technology and creative game design capabilities, combined with extensive local knowledge and experience, enable it to frequently and rapidly introduce popular games that are designed to cater to changing customer preferences and market trends in China. The Company’s current portfolio of self-developed online games includes 3D massively multiplayer online role playing games (“MMORPGs”): “Perfect World,” “Legend of Martial Arts,” “Perfect World II,” “Zhu Xian,” “Chi Bi” and “Pocketpet Journey West”; and a 3D online casual game: “Hot Dance Party”. While a substantial portion of the revenues are generated in China, the Company’s games have been licensed to leading game operators in a number of countries and regions in Asia, Europe and South America. The Company also generates revenues from game operation in North America. The Company plans to continue to explore new and innovative business models and remains deeply committed to maximizing shareholder value over time.
Safe Harbor Statements
This press release contains forward-looking statements. These statements constitute forward-looking statements under the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “future,” “plans,” “believes” and similar statements. Such statements involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Potential risks and uncertainties include, but are not limited to, our limited operating history, our ability to protect our intellectual property rights, our ability to respond to competitive pressure, changes of the regulatory environment in China, and economic slowdown in China and/or elsewhere. Further information regarding these and other risks is included in Perfect World’s filings with the U.S. Securities and Exchange Commission, including its annual report on Form 20-F. Perfect World does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.
For further information, please contact
Perfect World Co., Ltd.
Vivien Wang
Investor Relations Officer
Tel: +86-10-5885-1813
Fax: +86-10-5885-6899
Email: ir@pwrd.com
Web: http://www.pwrd.com
Christensen Investor Relations
Kathy Li
Tel: +1-480-614-3036
Fax: +1-480-614-3033
Email: kli@christensenir.com
Roger Hu
Tel: +852-2117-0861
Fax: +852-2117-0869
Email: rhu@christensenir.com
