P.A.M. Transportation Services, Inc. Commences Self Tender Offer to Purchase Up to 325,000 Shares
February 18 2016 - 3:57PM
P.A.M. Transportation Services, Inc. (NASDAQ:PTSI) today announced
the commencement of a modified ‘‘Dutch auction’’ tender offer to
purchase up to 325,000 shares, or about 4.6%, of its outstanding
common stock using available cash, cash equivalents and short-term
investments, at a price of not less than $27.00 and not more than
$30.00 per share. The tender offer will expire at the end of the
day, 12:00 Midnight, Eastern Time, on March 17, 2016, unless
extended or withdrawn. The Board of Directors determined that it is
in the Company’s best interest to repurchase shares at this time
given P.A.M.’s financial condition and stock price.
A modified ‘‘Dutch auction’’ tender offer allows
stockholders to indicate how many shares and at what price(s) they
wish to tender their shares within the specified price range. Based
on the number of shares tendered and the prices specified by the
tendering stockholders, the Company will determine the lowest price
per share within the range that will allow it to purchase up to
325,000 shares of its common stock, or a lower amount depending on
the number of shares properly tendered and not properly withdrawn.
Stockholders whose shares are purchased in the offer will receive
the determined purchase price per share in cash, without interest,
after the expiration of the offer period, subject to the conditions
of the tender offer, including the provisions relating to
proration. All shares tendered at prices higher than the purchase
price will not be purchased and will be promptly returned to
stockholders. The tender offer is not conditioned upon any minimum
number of shares being tendered; however, the tender offer is
subject to a number of other terms and conditions. Specific
instructions and an explanation of the terms and conditions of the
tender offer are contained in the Offer to Purchase and related
materials that are being mailed to stockholders.
P.A.M. Transportation has retained Computershare
Trust Company, N.A. as the depositary for the tender offer and
Georgeson Inc., as the information agent.
Copies of the Offer to Purchase, the related
Letter of Transmittal and the Notice of Guaranteed Delivery are
being mailed to the Company’s stockholders. Additional copies of
the Offer to Purchase, the related Letter of Transmittal or the
Notice of Guaranteed Delivery may be obtained at the Company’s
expense from the information agent at (866) 821-2570 (toll free).
Questions regarding the tender offer should be directed to the
information agent at (866) 821-2570 (toll free).
P.A.M. Transportation Services, Inc. is a
leading truckload dry van carrier transporting general commodities
throughout the continental United States, as well as in the
Canadian provinces of Ontario and Quebec. The Company also provides
transportation services in Mexico through its gateways in Laredo
and El Paso, Texas under agreements with Mexican carriers.
Certain Information Regarding the Tender
Offer
The information in this press release describing
P.A.M. Transportation’s tender offer is for informational purposes
only and does not constitute an offer to buy or the solicitation of
an offer to sell shares of P.A.M. Transportation’s common stock in
the tender offer. The tender offer is being made only pursuant to
the Offer to Purchase and the related materials that P.A.M.
Transportation is distributing to its stockholders, as they may be
amended or supplemented. Stockholders should read such Offer to
Purchase and related materials carefully and in their entirety
because they contain important information, including the various
terms and conditions of the tender offer. Stockholders of P.A.M.
Transportation may obtain a free copy of the Tender Offer Statement
on Schedule TO, the Offer to Purchase and other documents that
P.A.M. Transportation is filing with the Securities and Exchange
Commission from the Securities and Exchange Commission’s website at
www.sec.gov. Stockholders may also obtain a copy of these
documents, without charge, from Georgeson Inc., the information
agent for the tender offer, toll free at (866) 821-2570.
Stockholders are urged to carefully read all of these materials
prior to making any decision with respect to the tender offer.
Stockholders and investors who have questions or need assistance
may call Georgeson Inc., the information agent for the tender
offer, toll free at (866) 821-2570.
Note Regarding Forward-Looking
Statements
Certain information included in this document
contains or may contain ‘‘forward-looking statements’’ within the
meaning of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements may relate to expected future
financial and operating results or events, and are thus
prospective. Such forward-looking statements are subject to risks,
uncertainties and other factors which could cause actual results to
differ materially from future results expressed or implied by such
forward-looking statements. Potential risks and uncertainties
include, but are not limited to, excess capacity in the trucking
industry; surplus inventories; recessionary economic cycles and
downturns in customers’ business cycles; increases or rapid
fluctuations in fuel prices, interest rates, fuel taxes, tolls,
license and registration fees; the resale value of the Company’s
used equipment and the price of new equipment; increases in
compensation for and difficulty in attracting and retaining
qualified drivers and owner-operators; increases in insurance
premiums and deductible amounts relating to accident, cargo,
workers’ compensation, health, and other claims; unanticipated
increases in the number or amount of claims for which the Company
is self-insured; inability of the Company to continue to secure
acceptable financing arrangements; seasonal factors such as harsh
weather conditions that increase operating costs; competition from
trucking, rail, and intermodal competitors including reductions in
rates resulting from competitive bidding; the ability to identify
acceptable acquisition candidates, consummate acquisitions, and
integrate acquired operations; a significant reduction in or
termination of the Company’s trucking service by a key customer;
and other factors, including risk factors, included from time to
time in filings made by the Company with the Securities and
Exchange Commission. The Company undertakes no obligation to
publicly update or revise forward-looking statements, whether as a
result of new information, future events or otherwise. In light of
these risks and uncertainties, the forward-looking events and
circumstances discussed above and in company filings might not
transpire.
FROM: P.A.M. TRANSPORTATION SERVICES, INC.
P.O. BOX 188
Tontitown, AR 72770
Allen W. West
(479) 361-9111
P A M Transport Services (NASDAQ:PTSI)
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