Well, it looks like Pre-Paid Legal Services Inc. is the latest target of the Securities and Exchange Commission.
Pre-Paid Legal Services, Inc. confirmed published reports that the Company is the target of an informal inquiry by the Ft. Worth Office of the Division of Enforcement of the Securities and Exchange Commission.
The company said that it has responded to confidential comments made by the SEC’s Division of Corporation Finance regarding the Company’s 1999 Form 10-K.
Randy Harp, Chief Operating Officer commented in a press release, “We have received inquiries from both the Division of Enforcement and the Division of Corporation Finance of the SEC requesting information relating to our accounting policies for commission advances to sales associates. These are informal inquiries and do not constitute a formal investigation or proceeding. We are cooperating with the staff of the SEC and providing the requested information and expect to continue to do so.”
The Commission is said to be looking into the accounting practices of the marketer of legal service plans, including the possible overstatement of at least $78 million in revenues, according to published reports.
In January, shareholders filed class action suits against the company, saying Pre-Paid misled investors in its financial statements, reporting commissions paid to sales people as assets instead of expenses, which resulted in at least $78 million in overstated revenues and inflated the share price.
Pre-Paid pays commissions on policies up to three years in advance because they represent “probable future economic benefits,” the company said in an SEC filing. The company said it can recover the money from its sales staff if a policy lapses before the three years.
Today’s Deal News
- Interpublic Group of Cos. has agreed to acquire True North Communications Inc. for $2.1 billion in stock. The deal calls for Interpublic to offer a fixed exchange ratio of 1.14 of its shares for each True North share, valuing True North at $40.24 a share, a premium of only 2 percent over its closing price Friday of $39.31.
- AmeriSource Health Corp. and Bergen Brunswig Corp., the two largest drug distributors, agreed to a merger of equals valued at $2.4 billion in stock, plus the assumption of about $1.3 billion in debt. Under the deal, Bergen shareholders will receive 0.37 shares of the new company called AmeriSource-Bergen for each share of Bergen they own, while AmeriSource shareholders will receive one share of the new company for each share held. The merged company will have $2 billion in debt.
- Although both NetIQ and WebTrends maintain a merger is still on, the 75 percent plunge in NetIQ’s stock price over two months–which has lowered the deal value from $1 billion to $254 million–may end up derailing the merger, according to Thedeal.com.
- The U.S Department of Justice will not raise antitrust objections to the $742 million deal between AMR Corp. and TransWorld Airlines Inc.
- FPL Group Inc. and Entergy Corp. Monday said that problems have arisen in connection with their pending merger, including issues related to governance structure and value, as well as the integration of the two companies. In a press release, the utilities said “certain issues have arisen in connection with their pending merger, including governance structure/value-related issues and integration of the two companies going forward.” Entergy and FPL agreed in July 2000 to a merger of equals valued at $7 billion in stock that would create the largest U.S. utility. Under terms of the deal, neither company’s shareholders would receive a premium and FPL shareholders were to own 57 percent of the combined company.
- European Commission regulators are expected to meet their U.S. counterparts in Washington this week to discuss their concerns about General Electric’s $34.7 billion takeover of Honeywell, according to FT.com. The two groups of regulators plan to visit airlines, avionics companies and G.E.
- In a deal involving two mining giants, Britain’s Billiton agreed to merge with BHP of Australia.
Today’s Layoff News
- Primedia Inc. said that it plans to cut 160 jobs following the recently completed acquisition of Web publisher About.com. Primedia said it plans to eliminate about 140 positions at its technical and trade-publishing unit Intertec, and 20 positions at IndustryClick, which runs business-to-business online communities dedicated to various industries.
- Cooper Industries Inc. cut its first-quarter earnings forecast Friday and said it may eliminate nearly 6 percent of its jobs because the slowing economy has hurt orders from electronics and telecommunications companies.
- Exabyte expects to cut its workforce by 250 people
- Even board members aren’t being spared. Supermarket chain Albertson’s Inc. said on Friday that it will cut the number of members on its board of directors from 19. As a result, five members will resign. The company said Fernando Gumucio, Charles Lein, Arthur Smith, Steven Symms and Thomas Wilford, have volunteered to resign, effective June 14, as part of its corporate governance guidelines.
From the CFO.com “Brief” Case
- Lucent Technologies Inc. is expected to announce a three-year, $5 billion contract to sell equipment to Verizon Wireless, according to the Wall Street Journal.
- PSINet Inc. said it had hired Dresdner Kleinwort Wasserstein to advise on restructuring obligations to bondholders and other creditors. It previously hired Goldman, Sachs & Co., which has been identifying strategic alternatives, including divestitures of non-core businesses and the possible sale or merger of the company. Even if PSINet is successful in restructuring its obligations or completing a strategic alternative, “it is likely that its common stock will have no value, and the indebtedness of the company will be worth significantly less than face value,” the company said. It also named Harry Hobbs as its new president and COO.
- Palm Inc. introduced its newest handheld computer devices, the Palm m500 and Palm m505, which include features such as postage stamp- sized expansion slots for multimedia cards offering images, music, video clips and more, according to the company. Other highlights include enhanced wireless Internet connectivity software and a new connector for hardware add-ons such as MP-3 music players, Palm said. The m500 series handhelds offer a faster processor and use the latest version of the company’s Palm OS 4.0 operating system. The new devices come bundled with software that allows customers to connect to the Internet with a mobile phone, send and receive messages instantaneously and manage e-mail, according to Palm.
- Shares of Loudcloud Inc., which went public last week at $6, sank below $4 before recovering somewhat to close at $4.44. Nice going, underwriters!
- SureBeam Corp., which priced its IPO at $10 on Thursday night, closed at $8.59 during its first day of trading on Friday.
- Hertz Corp. filed on Friday a shelf registration to periodically sell up to $2.5 billion in debt securities. The wholly-owned unit of Ford Motor Co. plans to use the net proceeds for general corporate purposes, potential acquisitions and to reduce short-term borrowings.
- Salomon Smith Barney Holdings Inc. sold $1 billion in five-year global notes. It served as its own sole lead-manager. The Aa3/A deal was priced at 145 basis points above treasuries.