New York-based buyout shop MidOcean Partners will pay $650 million for publicly traded Pre-Paid Legal Services Inc., taking the company private. The cash deal, at $66.50 per share, is expected to close by the end of July. Macquarie Capital will provide debt financing for the deal.
Pre-Paid Legal Services, Inc. (NYSE: PPD, “Pre-Paid” or the “Company”) announced that it entered into a definitive merger agreement on January 30, 2011, with MidOcean PPL Holdings Corp. and PPL Acquisition Corp., both newly created entities formed by MidOcean Partners, a leading New York based private equity firm (“MidOcean”). The merger agreement provides that MidOcean will acquire all of the outstanding shares of Pre-Paid for a cash payment of $66.50 per share, or approximately $650 million in the aggregate.
Pre-Paid entered into the merger agreement based on the unanimous recommendation by a Special Committee comprised of independent directors of Pre-Paid’s Board of Directors and the unanimous consent of its full Board of Directors.
“We are excited to have MidOcean involved in our efforts to increase the awareness of our consumer and small business services. Our entire team is excited about the future prospects of our company and continues to believe, as does MidOcean, that our products offer tremendous value,” said Harland C. Stonecipher, Founder and Chairman of Pre-Paid Legal Services, Inc.
“We were drawn to Pre-Paid because of the Company’s strong and unique value proposition to its members, associates and provider network. We look forward to combining our strong operating resources with Pre-Paid’s strong management team to drive growth and create long-term value,” said Frank Schiff, a Managing Director at MidOcean Partners.
The closing of the transaction is subject to certain terms and conditions customary for transactions of this type, including receipt of stockholder and regulatory approvals. The parties currently anticipate consummating the transaction on or before July 31, 2011. The equity financing necessary for the transaction will be provided by funds affiliated with MidOcean Partners and the debt financing necessary for the transaction will be provided by Macquarie Capital, subject to customary closing conditions. Upon completion of the transaction, Pre-Paid will become a privately held company and its common stock will no longer be traded on the NYSE.
The Special Committee was advised by an independent financial advisor, Berenson & Company, and an independent legal advisor, Mayer Brown LLP. Macquarie Capital acted as financial advisor to MidOcean Partners and Kirkland & Ellis LLP acted as legal advisor.
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.
About MidOcean Partners – MidOcean Partners is a premier private equity firm focused on the middle market. MidOcean is committed to investing in high quality companies with stable market positions and multiple opportunities for growth in the United States and Europe. Targeted sectors include consumer and leisure, business and financial services, media and communications and industrials. MidOcean utilizes a broad foundation of expertise in its focus industries and its transatlantic platform to create value for its investors and partners. For more information, visit www.midoceanpartners.com.