P.A.M. Transportation Services, Inc. Commences Self Tender Offer to Purchase up to 600,000 Shares
December 02 2013 - 1:15PM
P.A.M. Transportation Services, Inc. (Nasdaq:PTSI) today announced
the commencement of a modified "Dutch auction" tender offer to
purchase up to 600,000 shares, or about 6.9%, of its outstanding
common stock using available cash, cash equivalents and short-term
investments, at a price of not less than $19.00 and not more than
$21.00 per share. The tender offer will expire at 12:00 Midnight,
Eastern Time, on December 30, 2013, unless extended or withdrawn.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 cash
position and stock price. The Company anticipates that the tender
offer will be deemed closed in calendar year 2013.
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 600,000
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number of shares properly tendered and not properly withdrawn.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) 482-4943 (toll free) or (800)
223-2064 (banks and brokers). Questions regarding the tender offer
should be directed to the information agent at (866) 482-4943 (toll
free) or (800) 223-2064 (banks and brokers).
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) 482-4943.
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) 482-4943.
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.
CONTACT: P.A.M. TRANSPORTATION SERVICES, INC.
P.O. BOX 188
Tontitown, AR 72770
Allen W. West
(479) 361-9111
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