-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QFVLVptAIKTrpTV45Z2K8JlL+w+Moq2AG+RfgQYuWYrB6aUMDRMv5UMIpIMk1F2O q3l++/AwK/efXE7iqVdUMw== 0000950144-01-004794.txt : 20010410 0000950144-01-004794.hdr.sgml : 20010410 ACCESSION NUMBER: 0000950144-01-004794 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20010403 FILED AS OF DATE: 20010404 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REDIFF COM INDIA LTD CENTRAL INDEX KEY: 0001103783 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 000000000 STATE OF INCORPORATION: K7 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 6-K SEC ACT: SEC FILE NUMBER: 000-30735 FILM NUMBER: 1594972 BUSINESS ADDRESS: STREET 1: MAHALAXMI ENGINEERING ESTATE, 1ST FLOOR STREET 2: BEHIND KHILANI COLLEGE CITY: MUMBAI STATE: K7 ZIP: 00000 BUSINESS PHONE: 0119122444 MAIL ADDRESS: STREET 1: MAHALAXMI ENGINEERING ESTATE, 1ST FLOOR CITY: BEHIND KHILANI COLLE STATE: K7 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: REDIFF COMMUNICATION LTD DATE OF NAME CHANGE: 20000119 6-K 1 u91725e6-k.txt REDIFF.COM INDIA LIMITED 1 =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934 APRIL 3, 2001 COMMISSION FILE NUMBER 333-37376 REDIFF.COM INDIA LIMITED (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) NOT APPLICABLE (TRANSLATION OF REGISTRANT'S NAME INTO ENGLISH) MUMBAI, MAHARASHTRA, INDIA (JURISDICTION OF INCORPORATION OR ORGANIZATION) MAHALAXMI ENGINEERING ESTATE, 1ST FLOOR, L. J. FIRST CROSS ROAD MAHIM (WEST), MUMBAI 400 016, INDIA +91-22-444-9144 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F [X] Form 40-F [ ] Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g 3-2(b) under the Securities Exchange Act of 1934. Yes [ ] No [X] If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g 3-2(b). Not applicable. =============================================================================== 1 2 ITEM 5: Other Events On March 22, 2001, Rediff.com India Limited ("Rediff") in a press release announced its decision to make strategic acquisitions, including the acquisition of two U.S. based companies - Value Communications Corporation and India Abroad Publications, Inc., and also indicated likely future financial trends and expectations. A copy of the related press release is attached as Exhibit 99.1 and incorporated herein by reference. On April 2, 2001, Rediff announced the completion of its acquisition of Value Communications Corporation. A copy of the related press release is attached as Exhibit 99.2 and incorporated herein by reference. ITEM 7: Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits: 99.1 Press Release dated March 22, 2001. 99.2 Press Release dated April 2, 2001. 2 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: April 3, 2001 REDIFF.COM INDIA LIMITED By: /s/ Rajiv Warrier ----------------------------- Name: Rajiv Warrier Title: Chief Financial Officer 3 4 EXHIBIT INDEX
EXHIBIT DESCRIPTION OF NUMBER DOCUMENT - ------- ----------------------------------- 99.1 Press Release dated March 22, 2001. 99.2 Press Release dated April 2, 2001.
4 EX-99.1 2 u91725ex99-1.txt PRESS RELEASE, MARCH 22,2001 1 Rediff.Com India Limited 1st floor, Mahalaxmi Engineering Estate, L.J. First Cross Road, Mahim (W), Mumbai - 400 016. Tel: (022) 444 9144, Fax: (022) 445 5346 Web site: www.rediff.com Rediff.Com Announces Acquisitions To Penetrate US Markets With A Combination Of Online-Offline Revenue Streams And Expand Services-Based Revenue Streams To Users In India And The US Rediff.com To Acquire -- Value Communications Corporation and India Abroad Publications And Make Strategic Investment in Apnaloan.com Conference call will be held on March 22, 2001 to discuss these events and provide further financial guidance. MUMBAI, INDIA, MARCH 22, 2001 -- Rediff.com India Limited, (Nasdaq: REDF), one of India's leading portals focusing on India and the global Indian community, today announced an aggressive online-offline strategy to consolidate its leadership position within India and become a dominant player in the US Indian market through a series of acquisitions and investments in India and the United States. The focus lies in creating a more stable revenue matrix by diversifying its revenue streams across multiple services, markets and businesses. In this regard, Rediff.com has agreed to acquire two US based companies -- Value Communications Corporation and India Abroad Publications while making strategic investments in Apnaloan.com India Pvt. Ltd. ACQUISITIONS: Rediff.com has entered into an agreement to acquire Value Communications Corporation. This profitable, privately held Illinois-based communications company has a web-based business model with a strong management team and focuses on Internet based marketing of international phone services to Indians in the United States. It has a user base of about 45,000 with revenues of over US$ 13 million for the twelve-month period ended December 2000. With 65 percent of its revenue online, The Company believes the acquisition adds valuable new service to its US-based Non Resident Indian customer base, adds a new revenue stream, and strengthens its offerings in the Consumer Communication space. Rediff.com has also entered into an agreement to increase its equity stake in a privately held Indian financial portal -- Apnaloan.com, with an option to further increase its stake to 100 percent over a period of time. Apnaloan.com is a leader in India in helping Indians in India choose their consumer loans and credit card providers from among the many financial institutions who offer this service. Rediff.com believes the strength of the company lies in their management team who has many years experience running the consumer loans business of a prominent and prestigious Indian financial institution. Apnaloan.com's consumer focus is the young (25-35 year) Indian who is ready to acquire his first credit card, secure a home loan for his first apartment, two-wheeler or car and this is the exact constituency that Rediff.com serves in India. Rediff.com believes the investment will help it serve the Indian consumer better, add a new revenue line and strengthen its position in the online financial services segment. 5 2 To further strengthen its market share in the United States, Rediff.com has agreed to acquire New York-based India Abroad Publications - the oldest, largest and profitable South Asian weekly newspaper serving the US-South Asian community. Revenues for the year ended December 2000 were approximately US$ 7.0 million from a circulation base of about 65,000 South Asians. Rediff.com intends to integrate this acquisition with its current leadership position in the US-South Asian online space achieved through the Rediff USA offering. This will enable Rediff.com to provide consumers with an unparallel online-offline experience and advertisers targeting the affluent US-South Asian with a great advertising and direct marketing vehicle. FINANCIAL GUIDANCE: During the current Jan-Mar 2001 quarter, banner advertising is expected to show a growth in the range of 40 percent to 50 percent, e-commerce at around 25 percent to 30 percent over previous quarter. However, this good showing is unlikely to overcome the decline in sponsorships and "dotcom" revenue. Overall revenue for the current quarter is expected to be lower by around 35 percent over last quarter revenue. This will bring in the full financial year ending March 2001 at around 250 percent over the previous year. Based on assumptions about the closing dates of the planned acquisitions and organic growth the Company expects revenue for the upcoming financial year April 2001-March 2002 to be in the range of US$ 32 million to 35 million. Revenue from services that consumers pay for is expected to contribute about 50 percent to 55 percent. Gross margins for the upcoming year is expected to be in the range of 42 percent 44 percent and is expected to gradually increase to approximately 50 percent. For the current quarter, the loss per ADS of the Company is likely to be in the range of (0.11) to (0.12) and in the range of (0.24) to (0.26) for the full financial year ending March 2001. The company continues to be comfortable with previous guidance that the company will breakeven in the third fiscal quarter of 2001; cash burn rate continues in the range of US$ 1.5 million to 2.5 million per quarter. Rediff.com believes that after paying for the acquisitions described above, the Company will enter the third fiscal quarter 2001 with a cash balance of approximately US$ 30 million. A conference call will be hosted on March 22, 2001, to discuss recent events. The conference call will be web cast live at www.rediff.com at 9:00 AM Eastern Standard time, USA. ABOUT REDIFF.COM Founded in 1996, Rediff.com India Limited is one of the leading Internet portals, focusing on India and the global Indian community. Currently, Rediff.com's web site consists of interest specific channels, extensive community features, local language editions, sophisticated search capabilities and online shopping. Rediff.com also provides users extensive Internet community offerings, which include e-mail, chat, instant messaging and personal homepages, all tailored to Indian interests. Rediff.com has developed its offerings based on the demands and the requirements of its users. - -------------------------------------------------------------------------------- SAFE HARBOR STATEMENT OF REDIFF.COM INDIA LIMITED UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: 6 3 This release may contain forward-looking statements based on our current expectations, estimates and projections about our industry, management's beliefs, and certain assumptions made by us. Words such as "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," "may," "will" and variations of these words or similar expressions are intended to identify forward-looking statements. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Therefore, our actual results could differ materially and adversely from those expressed in any forward-looking statements as a result of various factors. Important factors that may cause such a difference for Rediff.com in connection with the above mentioned acquisitions include, but are not limited to, the risks inherent in acquisitions of portal businesses, including the timing and successful completion of technology and product development, integration issues, costs and unanticipated expenditures, changing relationships with customers, suppliers and strategic partners, potential contractual, intellectual property or employment issues, accounting treatment and charges, and the risks that the acquisition cannot be completed successfully or that anticipated benefits are not realized; the rate at which present and future customers adopt Rediff.com's and its new acquiree companies'services and product offerings in the targeted U.S. markets; the loss of key customers; the volume of our product sales; the availability and pricing of competing products and services and the resulting effects on sales and pricing of our products and services; intellectual property disputes and customer indemnification claims; the effects of new and emerging technologies such as wireless delivery systems; our ability to retain and hire key executives, technical personnel and other employees in the numbers, with the capabilities, and at the compensation levels needed to implement our business and product plans; and other factors. Our recent and forthcoming Quarterly Reports on Form 6-K and Annual Reports on Form 20-F, and other Securities and Exchange Commission filings discuss some of the important risk factors that may affect our business, results of operations and financial condition. We undertake no obligation to revise or update publicly any forward-looking statements for any reason. These reports are available at www.sec.gov. - -------------------------------------------------------------------------------- (PLEASE VISIT OUR http://:ir.rediff.com FOR FURTHER DETAILS AND AUDIO RECORD OF THE CONFERENCE CALL) FOR FURTHER DETAILS CONTACT: SANDRA MORENO DEBASIS GHOSH THOMSON FINANCIAL/CARSON REDIFF.COM INDIA LIMITED PHONE: + 212-701-1867 PHONE +91-22-444-9144 Sandra.moreno@tfn.com debasisg@rediff.co.in
7 EX-99.2 3 u91725ex99-2.txt PRESS RELEASE, APRIL 2,2001 1 Rediff.Com India Limited 1st floor, Mahalaxmi Engineering Estate, L.J. First Cross Road, Mahim (W), Mumbai -- 400 016. Tel: (022) 444 9144, Fax: (022) 445 5346. Web site:www.rediff.com FOR IMMEDIATE RELEASE REDIFF.COM COMPLETES ACQUISITION OF VALUE COMMUNICATIONS CORPORATION NEW ENTITY TO LEVERAGE STRENGTHS AND OFFER EXPANDED SERVICES TO INDIAN AMERICANS IN THE U.S. MUMBAI, INDIA, APRIL 2, 2001 -- Rediff.com India Limited, (Nasdaq: REDF), one of India's leading portals focusing on India and the global Indian community, announced the completion of its acquisition of a privately held, Illinois-based online communications company, Value Communications Corporation. Value Communications Corporation markets international communications services to Indians in the US primarily through its web site www.valucorp.com Pursuant to the terms of the agreement, Rediff.com India Limited paid an aggregate of US$ 3,000,000 in up front consideration as part of a two-year "earn-out" deal to the shareholders of Value Communications Corporation and Value Communications Corporation became a wholly-owned subsidiary of Rediff.com India Limited. The "Earn-out" under the terms of agreement, refers to additional payments over a two-year period linked to the company's profit before tax (PBT). The transaction is being accounted for under the purchase method. "We believe this acquisition complements our strategy to aggressively penetrate the US market. Value Communications' market presence, among 45,000 Indians in the US, will add another growth engine to our business and supports our overall strategy of becoming the portal of choice for Indians in India and worldwide", said Ajit Balakrishnan, Chairman and Chief Executive Officer, Rediff.com India Limited. Arvind J. Singh, CEO, Value Communications Corporation said "We recognize the increasing need for Indians living in or visiting the United States to have the ability to communicate overseas in a cost-efficient manner. The combination of Value Communications' strategic alliances, eCommerce platform and large customer base, nearly 70% of whom buy online, with Rediff.com's existing leadership position, will only further strengthen Rediff.com's capability to provide value-added services to its users". ABOUT REDIFF.COM Founded in 1996, Rediff.com India Limited is one of the leading Internet portals, focusing on India and the global Indian community. Currently, Rediff.com's web site (www.rediff.com) consists of interest specific channels, extensive community features, local language editions, sophisticated search capabilities and online 8 2 shopping. Rediff.com also provides users extensive Internet community offerings, which include e-mail, chat, instant messaging and personal homepages, all tailored to Indian interests. Rediff.com has developed its offerings based on the demands and the requirements of its users. ABOUT VALUE COMMUNICATIONS CORPORATION Founded in 1996, Value Communications Corporation (www.valucorp.com) is a profitable online communications company that focuses on Internet-based marketing of international telecom services to Indians in the United States. The company recorded revenues of over $13 million in the year 2000. Value Communications Corporation is led by Arvind J. Singh, CEO, a graduate of The Anderson School of Management at UCLA and a former executive with Kraft Foods, Inc., and Sandeep Shrivastava, President and COO, a graduate of the Wharton School and a former executive with Ameritech Corporation and General Mills, Inc. SAFE HARBOR STATEMENT OF REDIFF.COM INDIA LIMITED UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: This release may contain forward-looking statements based on our current expectations, estimates and projections about our industry, management's beliefs, and certain assumptions made by us. Any statements that refer to expectations, projections or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Therefore, our actual results could differ materially and adversely from those expressed in any forward-looking statements as a result of various factors. Important factors that may cause such a difference for Rediff.com in connection with the acquisition of Value Communications Corporation include, but are not limited to, the risks inherent in acquisitions of portal businesses. Additional risks that could affect our future operating results are more fully described in our filings with the United States Securities and Exchange Commission. These filings are available at www.sec.gov. Rediff.com may, from time to time, make additional written and oral forward-looking statements, including statements contained in the company's filings with the Securities and Exchange Commission and our reports to shareholders. Rediff.com does not undertake to update any forward-looking statement that may be made from time to time by or on behalf of the company. Investor Relations India Contact: Investor Relations USA Contact: Debasis Ghosh Sandra Moreno Rediff.com India Limited Thomson Financial/Carson debasisg@rediff.co.in Sandra.moreno@tfn.com +91-22-444-9144 +1-212-701-1867
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