Navigation Links
Providence Service Corporation Adopts Shareholder Rights Plan
Date:12/10/2008

Declares Dividend Distribution of Preferred Stock Purchase Rights

TUCSON, Ariz., Dec. 10 /PRNewswire-FirstCall/ --The Providence Service Corporation (Nasdaq: PRSC) today announced that its Board of Directors has adopted a shareholder rights plan under which all of its shareholders will receive rights to purchase shares of the Company's Series A Junior Participating Preferred Stock.

"In this period of unprecedented market volatility where short term valuations are not reflective of historical performance or long term prospects, the Board of Directors has implemented the rights plan to protect shareholder value and ensure that the interests of all shareholders are served in a fair and equitable manner," said Fletcher McCusker, Providence's Chief Executive Officer.

In connection with adopting the rights plan, Providence's Board of Directors declared a dividend distribution of one preferred share purchase right on each outstanding share of its common stock. Each right will entitle shareholders to buy one one-hundredth of a share of newly-created Series A Junior Participating Preferred Stock of the Company at an exercise price of $15.00. The dividend distribution will be payable to shareholders of record as of the close of business on Monday, December 22, 2008 ("Record Date"). The dividend distribution will not be taxable to shareholders.

Under the rights plan, if a person becomes the beneficial owner of 20 percent or more of Providence's outstanding common stock, other than pursuant to what the Board deems a "qualified offer" or under certain other limited circumstances, each right will entitle its holder to purchase, at the right's exercise price, a number of shares of common stock having a market value of twice the right's exercise price. Rights held by the 20 percent holder will become void and will not be so exercisable. If Providence is acquired in a merger or other business combination transaction after a person becomes the beneficial owner of 20 percent or more of the company's common stock, each right will entitle its holder to purchase, at the right's then-current exercise price, a number of the acquiring company's common shares having a market value at that time of twice the right's exercise price.

Providence's Board of Directors has established a mechanism under which an independent Board committee will review the plan annually and, if it deems it appropriate, recommend that the Company's full Board of Directors modify or terminate the plan.

While the rights plan is effective immediately, the Company intends to seek ratification of the shareholder rights plan from shareholders within the next 12 months.

Additional information regarding the rights plan and the rights are or will be contained in a Current Report on Form 8-K and in a Registration Statement on Form 8-A that the Company has filed or will be filing with the Securities and Exchange Commission (SEC). These filings will be available on the SEC's web site at www.sec.gov. In addition, the Company will send to its shareholders of record as of the close of business on the Record Date a "Summary of the Rights" that will describe the material terms of the rights plan.

About Providence

Providence Service Corporation, through its owned and managed entities, provides home and community based social services and non-emergency transportation services management to government sponsored clients under programs such as welfare, juvenile justice, Medicaid and corrections. Providence does not own or operate beds, treatment facilities, hospitals or group homes, preferring to provide services in the client's own home or other community setting. The Company provides a range of services through its direct and managed entities to over 74,000 clients through 870 contracts at September 30, 2008, with an estimated six million individuals eligible to receive the Company's non-emergency transportation services related to its LogistiCare operations. Combined, the Company has a nearly $1 billion book of business including managed entities.

Safe Harbor Statement

This release contains "forward-looking statements" as defined under the Federal Securities Laws, including the Private Securities Litigation Reform Act of 1995. All statements that are not historical are forward-looking. Forward-looking statements may relate to, but are not limited to, the statements regarding the anticipated benefits and expected consequences of the adoption of the rights plan. Such forward-looking statements involve a number of uncertainties and risks that may cause actual events or results to differ materially. For a discussion of factors that may cause actual events or results to differ, see the Company's periodic reports filed with the U.S. Securities and Exchange Commission, including, but not limited to, its latest Annual Report on Form 10-K and its latest Quarterly Report on Form 10-Q, copies of which may be obtained from www.sec.gov. These forward-looking statements speak only as of the date hereof and the Company is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.


'/>"/>
SOURCE Providence Service Corporation
Copyright©2008 PR Newswire.
All rights reserved

Related medicine news :

1. Providence St. Joseph Medical Center, Caregivers Reach Agreement on a Union Contract
2. Providence Service Corporation Announces 35% Revenue Growth with Third Quarter Results; Increases Revenue Guidance for 2007
3. Providence Service Corporation Completes Private Placement of $70 Million of Convertible Senior Subordinated Notes
4. Providence Service Corporation Signs Definitive Agreement to Acquire LogistiCare, the Nations Leading Case Management Provider Coordinating Non-Emergency Transportation Services for the Medicaid Population
5. LogistiCare, a Subsidiary of Providence Service Corp., Opens Phoenix Call Center to Support Expanding Commercial Client Base
6. Providence Service Corporation to Present at the 2008 UBS Global Healthcare Services Conference on February 11
7. Providence Health & Services - Oregon Region Powers Consumer Portal With Kryptiq Connect IQ
8. Providence Service Corporation to Report Fourth Quarter 2007 Results on Wednesday, March 12th After the Market Closes
9. Providence Service Corporation and UnitedHealth Group Affiliate, OptumHealth Behavioral Solutions, Enter Into Strategic Relationship Agreement
10. Providence Service Corporation Announces Fourth Quarter 2007 Revenue and Earnings Above Forecast; Issues First Quarter 2008 Guidance
11. Providence Service Corporation Announces Intent to File a Common Stock Shelf Registration Statement
Post Your Comments:
*Name:
*Comment:
*Email:
(Date:5/5/2016)... ... May 05, 2016 , ... Vitenas Cosmetic Surgery has been named ... by the American Institute of Architects and the Academy of Architecture for Health. The ... and Harrell Architects, opened to patients in October of 2014. , ...
(Date:5/5/2016)... ... ... TIME for Kids and The ZAC Foundation – a national leader in drowning ... million children with important water safety messages before summer break begins. , ... in children one to 6 years of age. TIME for Kids and The ...
(Date:5/5/2016)... ... May 05, 2016 , ... In order to increase ... patterns, Amerec, a Seattle-based steam bath and sauna manufacturer recently launched amerecConnect™ ... interface of the app, developed for both smartphones and personal computers perfectly emulates ...
(Date:5/5/2016)... ... (PRWEB) May 05, 2016 , ... Talent Tech Labs ... on the eve of National Nurses Week (May 6-12). Currently, HireNurses is ... With their enrollment into the Talent Tech Lab Virtual Incubation program, they will dramatically ...
(Date:5/5/2016)... ... , ... Chronic stress can have a silent, yet dangerous, impact on men’s ... and increase inflammation, both of which raise the risk of heart attack and even ... at Harvard-affiliated Massachusetts General Hospital. Chronic stress also can lead to other issues that ...
Breaking Medicine News(10 mins):
(Date:5/3/2016)... OSWEGO, Ore. , May 3, 2016   ... the importance of extending care beyond the implant at ... Sessions, May 4-7 in San Francisco ... with continually delivering the highest quality of patient care ... patients are cared for each and every tomorrow," said ...
(Date:5/3/2016)... , May 3, 2016 ... pay $55 million to a woman who says its ... court awarded Gloria Ristesund $5 million in ...      (Logo: http://photos.prnewswire.com/prnh/20160330/349511LOGO ) , ... accusations against the company. In February, the same court ...
(Date:5/3/2016)... TUSTIN, Calif. , May 3, 2016 /PRNewswire/ ... science teaching tool that shows how a cleanroom ... for classroom discussions about science and technology. ... Manager said, "As a technology company, SSF enthusiastically ... program to help educators foster the next generation ...
Breaking Medicine Technology: