Children's Comprehensive Services Announces Definitive Agreement for Sale of the Company.Business Editors NASHVILLE, Tenn.--(BUSINESS WIRE)--Aug. 9, 2001 Children's Comprehensive Services, Inc. ("CCS (1) (Common Channel Signaling) A communications system in which one channel is used for signaling and different channels are used for voice/data transmission. Signaling System 7 (SS7) is a CCS system, also known as CCS7. See SS7. ") (Nasdaq/NM:KIDS) today announced that it has signed a definitive merger agreement with Kids Holdings, Inc. and its wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. , Ameris Acquisition, Inc. ("Ameris"), through which Ameris will acquire all the outstanding shares of CCS for $6.00 per share in cash. Kids Holdings, Inc. and Ameris Acquisition, Inc. are privately held corporations Noun 1. privately held corporation - a corporation owned by a few people; shares have no public market close corporation, closed corporation, private corporation formed to acquire CCS by Michael Lindley, Sam Lewis and other investors. Mr. Lindley and Mr. Lewis are principals in other privately held companies privately held company A firm whose shares are held within a relatively small circle of owners and are not traded publicly. experienced in providing services to at-risk and troubled youth. The merger is conditioned on Ameris obtaining required financing, approval by CCS's shareholders, a lack of material adverse change in CCS's business and other usual and customary closing conditions. Although Ameris has obtained commitments from a senior lender for a majority of the financing required to close the acquisition, a substantial amount of additional financing remains to be raised. No assurance can be given that this additional financing can be raised. William J Ballard, Chairman and Chief Executive Officer of CCS said, "This agreement is the result of an extensive effort on the Company's part to examine all alternatives for maximizing shareholder value. We believe that this transaction is in the best interests of the Company's shareholders. Assuming closing conditions are met, we anticipate consummating the transaction by early November 2001." To take advantage of the "safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. " provisions of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995, you are hereby cautioned that this release contains forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. that are based upon current expectations and involve a number of risks and uncertainties. Please refer to CCS's filings with the Securities and Exchange Commission for additional information. The Company disclaims any intent or obligation to update these forward-looking statements. Children's Comprehensive Services provides education, treatment and juvenile justice services for at-risk and troubled youth either directly or through management contracts. It currently offers these services through the operation and management of nonresidential specialized education programs and day treatment programs and both open and secured residential treatment centers A residential treatment center, often referred to by the acronym RTC, is a live-in therapy/behavior modification facility for adolescents who suffer from a variety of emotional conditions, ranging from drug abuse to violence to sexual behavioral problems. to approximately 3,700 youth in 14 states. More information about Children's Comprehensive Services is available on the Company's Website at http://www.ccskids.com. |
|
||||||||||||

Printer friendly
Cite/link
Email
Feedback
Reader Opinion