Attached files
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8-K - FORM 8-K - AMERICA SERVICE GROUP INC /DE | g26395e8vk.htm |
Exhibit 99.1
March 7, 2011
As you are aware, we announced on March 3rd that the parent companies of PHS and
Correctional Medical Services (CMS) are in the process of joining together. Combining our
businesses will bring a tremendous number of advantages to the clients we serve in the correctional
healthcare field. Together, we will still be the industry leaders, but on one really great team
with best-in-class experience, staffing depth, best practices and leadership on a solid financial
platform.
We realize that many of you will have questions about this transaction. As explained in the town
hall meeting at Corporate and the letter being delivered to all employees we have developed an
outlet containing information and answers to frequently asked questions on the ASG website. This
website will allow you to ask additional questions that will be reviewed and sorted for common
themes. Once reviewed, we will answer these questions, to the extent that we are able, on the
website within a couple of days. So make sure to check back often for additional information.
Please visit: www.asgr.com and click on the button that says Click Here for News on the
Transaction.
I realize this can be a stressful time for you and your families. I pledge to you that we will
continue to communicate with you any and all information that we legally can. Please continue to
talk with your supervisor and ask questions if you have concerns.
I look forward to sharing this exciting time with you.
Additional Information and Where to Find It
In connection with the proposed merger, America Service Group will file with the SEC a proxy
statement with respect to the special meeting of stockholders that will be held to consider the
merger. When completed and filed, the definitive proxy statement and a form of proxy will be
mailed to the stockholders of America Service Group. BEFORE MAKING ANY VOTING DECISION, AMERICA
SERVICE GROUPS STOCKHOLDERS ARE STRONGLY URGED TO READ THE PROXY STATEMENT REGARDING THE MERGER
CAREFULLY AND IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT AMERICA SERVICE
GROUP AND THE PROPOSED MERGER. America Service Groups stockholders will be able to obtain,
without charge, a copy of the proxy statement and other relevant documents filed with the SEC (in
each case, when available) from the SECs website at http://www.sec.gov. America Service Groups
stockholders will also be able to obtain, without charge, a copy of the proxy statement and other
relevant documents (in each case, when available) by directing a request by mail or telephone to
America Service Group, Attn: Scott King, General Counsel, 105 Westpark Drive, Suite 200, Brentwood,
Tennessee, 37027, telephone: (615)373-3100, or from the investor relations section of America
Service Groups website at www.asgr.com.
Proxy Solicitation
America Service Group and its directors and officers may be deemed to be participants in the
solicitation of proxies from America Service Groups stockholders with respect to the proposed
merger. More detailed information regarding the identity of the potential participants, and their
direct or indirect interests, by securities holdings or otherwise, will be set forth in the proxy
statement and other materials to be filed with the SEC in connection with the proposed merger.
Information regarding America Service Groups directors and executive officers and their ownership
of America Service Groups common stock is also available in America Service Groups definitive
proxy statement for its 2010 Annual Meeting of Stockholders filed with the SEC on April 28, 2010
and updated on May 28, 2010.