Pre-Paid Legal Shareholders Approve Merger Agreement
June 21 2011 - 4:41PM
PR Newswire (Canada)
ADA, Okla., June 21, 2011 /CNW/ -- Pre-Paid Legal Services, Inc.
(NYSE: PPD, "Pre-Paid" or the "Company") announced that Pre-Paid's
shareholders adopted the previously announced merger agreement,
dated January 30, 2011, among Pre-Paid, MidOcean PPL Holdings Corp.
and PPL Acquisition Corp. at today's special meeting. More than 99%
of the shares voting at the meeting were voted in favor of the
adoption of the merger agreement, representing approximately 82% of
Pre-Paid's total outstanding shares of common stock as of the May
13, 2011 record date for the meeting. Approval of the proposal to
adopt the merger agreement required the affirmative vote of the
holders of a majority of the outstanding shares of the Company's
common stock. Upon consummation of the merger, Pre-Paid's
shareholders will receive $66.50 in cash for each share of Pre-Paid
common stock they own, other than shareholders that properly
exercise appraisal rights. About Pre-Paid Legal Services, Inc. We
believe our products are one of a kind, life events legal service
plans. Our plans provide for legal service benefits provided
through a network of independent law firms across the U.S. and
Canada, and include unlimited attorney consultation, will
preparation, traffic violation defense, automobile-related criminal
charges defense, letter writing, document preparation and review
and a general trial defense benefit. We have an identity theft
restoration product we think is also one of a kind due to the
combination of our identity theft restoration partner and our
provider law firms. More information about our products and us can
be found at our homepage at www.prepaidlegal.com. Forward-Looking
Statements This press release contains statements that constitute
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements are
based on the current expectations and beliefs of the Company and
are subject to a number of risks, uncertainties and assumptions
that could cause actual results to differ materially from those
described in the forward-looking statements. Any statements that
are not statements of historical fact (such as statements
containing the words "believes," "plans," "anticipates," "expects,"
"estimates" and similar expressions) should be considered
forward-looking statements. Among others, the following risks,
uncertainties and other factors could cause actual results to
differ from those set forth in the forward-looking statements: the
risk that the merger may be delayed or may not be consummated; the
risk that the Merger Agreement may be terminated in circumstances
that require us to pay a termination fee of $21.5 million; the risk
that if Parent breaches the Merger Agreement, the maximum amount
the Company could recover from Parent is $50 million; risks related
to the diversion of management's attention from our ongoing
business operations; risks regarding the failure of Parent to
obtain the necessary financing to complete the merger; and the
effect of the announcement of the proposed merger or operational
activities taken in anticipation of the merger on our business
relationships (including, without limitation, employees, members,
associates and provider law firms), operating results and business
generally; the outcome of any legal proceedings that have been or
may be instituted against us related to the Merger Agreement; the
amount of the costs, fees, expenses and charges related to the
merger. Additional risk factors that may affect future results are
contained in our filings with the SEC, including our Annual Report
on Form 10-K for the year ended December 31, 2010 and Quarterly
Report on Form 10-Q for the quarter ended March 31, 2011, which are
available at the SEC's website www.sec.gov. Because forward-looking
statements involve risks and uncertainties, actual results and
events may differ materially from results and events currently
expected by the Company. The Company expressly disclaims any
obligation or undertaking to update or revise any forward-looking
statements contained herein to reflect any change of expectations
with regard thereto or to reflect any change in events, conditions
or circumstances. Randy Harp of Pre-Paid Legal Services, Inc.,
+1-580-436-1234 Web Site: http://www.prepaidlegal.com
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