ADA, Okla., May 12, 2011 /PRNewswire/ -- Pre-Paid Legal
Services, Inc. (NYSE: PPD, "Pre-Paid" or the "Company") announced
the record date and meeting date for a special meeting of its
shareholders to consider and vote upon the proposal to adopt the
previously announced definitive merger agreement, dated
January 30, 2011, among the Company,
MidOcean PPL Holdings Corp. ("Parent") and PPL Acquisition Corp.
(the "Merger Agreement").
The Company's shareholders of record at the close of business on
Friday, May 13, 2011 will be entitled
to receive notice of the special meeting and to vote at the special
meeting. The special meeting will be held at 1:00 p.m., Central time, on June 21, 2011 at the Company's corporate
headquarters, One Pre-Paid Way, Ada,
Oklahoma.
The closing of the transaction is subject to certain terms and
conditions customary for transactions of this type, including
receipt of shareholder and regulatory approvals. The Company
currently anticipates consummating the transaction on or before
July 31, 2011.
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; 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; and risks related to obtaining the requisite
consents to the merger, including, without limitation, the timing
(including possible delays) and receipt of regulatory approvals
from various governmental entities (including any conditions,
limitations or restrictions placed on these approvals) and the risk
that one or more governmental entities may deny approval.
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.
Additional Information and Where to Find It:
In connection with the special meeting, the Company has filed
with the SEC a preliminary proxy statement. When completed, a
definitive proxy statement and a form of proxy will be mailed to
the Company's shareholders. BEFORE MAKING ANY VOTING DECISION, THE
COMPANY'S SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT
REGARDING THE MERGER CAREFULLY AND IN ITS ENTIRETY BECAUSE IT WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. The
Company's shareholders will be able to obtain, without charge, a
copy of the definitive proxy statement (when available) and other
relevant documents filed with the SEC from the SEC's website at
www.sec.gov. The Company's shareholders will also be able to
obtain, without charge, a copy of the definitive proxy statement
and other relevant documents (when available) by directing a
request by mail or telephone to the Company, Attn: Randy Harp, One Pre-Paid Way, Ada, Oklahoma 74820, telephone: (580)
436-1234, or from the investor relations section of the Company's
website, www.prepaidlegal.com/newCorp2/investor/investor_home.html.
The Company and its directors and executive officers and other
members of management and employees may be deemed to be
participants in the solicitation of proxies from the Company's
shareholders with respect to the special meeting of shareholders
that will be held to consider the merger. Information about the
Company's directors and executive officers and their ownership of
the Company's common stock is set forth in the proxy statement for
the Company's 2010 Annual Meeting of Shareholders, which was filed
with the SEC on March 30, 2010.
Shareholders may obtain additional information regarding the
interests of the participants in the solicitation by reading the
proxy statement and other relevant documents regarding the merger
and the special meeting.
SOURCE Pre-Paid Legal Services, Inc.