PSA HealthCare Announces It Intends to Delist From NASDAQ
11 August 2007 - 5:05AM
Business Wire
Pediatric Services of America, Inc., d/b/a PSA Healthcare (Nasdaq:
PSAI) announced today that, in connection with its expected merger
with Portfolio Logic LLC, it intends to voluntarily delist its
common stock and the related common stock purchase rights
associated with its stockholder rights plan from the NASDAQ Global
Market. PSA intends to file a Form 25 with the Securities and
Exchange Commission (SEC) on or about August 20, 2007 and expects
that its listing on NASDAQ will be automatically terminated on or
about August 31, 2007, the expected closing date of the merger.
Upon delisting, neither PSA�s common stock nor the associated
common stock purchase rights will be listed on any national
securities exchange. Subject to the rules and requirements of the
SEC, PSA also plans to terminate the registration with the SEC of
its common stock and the associated common stock purchase rights by
filing a Form 15 with the SEC on or about August 31, 2007. The
deregistration is expected to be effective 90 days after the
filing. PSA provides comprehensive pediatric home health care
services through a network of 59 branch offices in 18 states,
including satellite offices and branch office start-ups. Through
these offices PSA provides a combination of services, including
pediatric private duty nursing (PDN) and pediatric day treatment
centers (PPECs). Additional information on PSA may be found on
PSA�s website at http://www.psahealthcare.com NOTE: This press
release contains certain forward-looking statements (as such term
is defined in the Private Securities Litigation Reform Act of 1995)
relating to the proposed merger of Pediatric Services of America,
Inc. (the �Company�) with Portfolio Logic LLC. When used in this
press release, the words �may,� �targets,� �goal,� �could,�
�should,� �would,� �believe,� �feel,� �expects,� �confident,�
�anticipate,� �estimate,� �intend,� �plan,� �potential� and similar
expressions may be indicative of forward-looking statements. These
statements by their nature involve substantial risks and
uncertainties, certain of which are beyond the Company�s control.
The Company cautions that various factors, including the factors
described hereunder and those discussed in the Company�s other
filings with the Securities and Exchange Commission, as well as
general economic conditions, industry trends, the Company's
anticipated uses of the proceeds from the sale of its Respiratory
and Pharmacy Businesses, the Company's ability to assimilate and
manage previously acquired field operations, collect accounts
receivable, including receivables related to acquired businesses
and receivables under appeal, hire and retain qualified personnel
and comply with and respond to billing requirements issues,
including those related to the Company�s billing and collection
system, nurse shortages, competitive bidding, HIPAA regulations,
adverse litigation, workers� compensation losses, availability and
cost of medical malpractice insurance and any potential reduced
state funding levels and nursing hours authorized by Medicaid
programs, could cause actual results or outcomes to differ
materially from those expressed in any forward-looking statements
of the Company made by or on behalf of the Company. Further, the
Company may not be able to complete the proposed merger because of
a number of factors, including, among other things, the failure to
obtain stockholder approval or the failure to satisfy other closing
conditions. Any forward-looking statement speaks only as of the
date on which such statement is made, and the Company undertakes no
obligation to update any forward-looking statement or statements to
reflect events or circumstances after the date on which such
statement is made or to reflect the occurrence of an unanticipated
event. New factors emerge from time to time, and it is not possible
for management to predict all of such factors. Further, management
cannot assess the impact of each such factor on the business or the
extent to which any factor, or combination of factors, may cause
actual results to differ materially from those contained in any
forward-looking statements.
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