RESTON, Va., March 28 /PRNewswire-FirstCall/ -- PRA International , a leading global clinical research organization, today announced that the Securities and Exchange Commission has declared effective the registration statement on Form S-3 that the Company filed on March 7, 2006 with the SEC.
PRA filed the registration statement registering the resale of common stock to satisfy certain of its obligations under its June 2001 registration rights agreement with Genstar Capital Partners and other parties. The registration statement allows these parties to publicly resell up to 5,000,000 shares of common stock, subject to certain limitations and the satisfaction by selling stockholders of the prospectus delivery requirements of the Securities Act of 1933 in connection with any such resales. The Company will not receive any of the proceeds from the sale of common stock sold by selling stockholders.
The registration statement also includes a universal shelf component that provides for the offer and sale by PRA, from time to time on a delayed basis, of up to $350,000,000 aggregate amount of debt securities, common stock, preferred stock and warrants. These securities, which may be offered in one or more offerings and in any combination, will in each case be offered pursuant to a separate prospectus supplement issued at the time of the particular offering that will describe the specific types, amounts, prices and terms of the offered securities.
PRA believes that the universal shelf registration gives the Company additional flexibility in accessing the capital markets. Unless otherwise described in the applicable prospectus supplement relating to the offered securities, PRA anticipates using the net proceeds from any offerings of newly issued securities for general corporate purposes, which may include repaying indebtedness, making additions to the Company's working capital, funding future acquisitions or for any other purpose described in the applicable prospectus supplement.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statements that are subject to risks and uncertainties relating to PRA International's future financial and business performance, as well as any other predictive statements dependent upon future events or conditions, or that include words such as "expect," "anticipate," "intend," "plan," "believe," "seek," "may," "will," "estimate" or similar expressions of futurity. You should not place undue reliance on any forward-looking statements, which represent the Company's statements only as of the date of this news release and are not intended to give any assurance as to actual future events. Factors that might cause future events to differ include: the timing and amount of securities resold or issued under the shelf registration statement; our ability to continue providing our services effectively, including the quality or accuracy of the data or reports provided and our ability to meet agreed upon schedules; the ability and willingness of our clients to continue to spend on research and development at rates comparable to or greater than historical levels; trends or events affecting the CRO industry and the demand for CRO services; the amount of non-cash stock option expense, which will depend on our stock price and fluctuations in the price over time; our ability to attract and retain qualified personnel; government regulation, including regulatory standards applicable to CRO services; evolving industry standards; and technological changes. Events relating to PRA International could differ materially from those anticipated in these forward-looking statements and general business and economic conditions. Although these statements are based upon assumptions the Company believes to be reasonable based upon available information, they are subject to the foregoing risks and uncertainties as well as those described more fully in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of our annual report on Form 10-K. This document can be accessed in the SEC's EDGAR database found at http://www.sec.gov < http://www.sec.gov >. Please note that PRA International assumes no obligation to update any of the forward-looking statements in this release, except as required by applicable securities laws.
About PRA International
PRA International is one of the world's leading global clinical development organizations, with over 2,400 employees working from offices in North America, Europe, South America, Africa, Australia, and Asia. PRA, an ISO 9001:2000 registered company, delivers quality services to its clients through a unique approach called Project Assurance(R), which represents the Company's commitment to reliable service delivery, program-level therapeutic expertise, easy, global access to knowledge, and involved senior management.
To learn more about PRA International, please visit http://www.prainternational.com or call our World Headquarters at +1 (703) 464-6300.
PRA InternationalCONTACT: Matt Bond, Executive Vice President and CFO of PRA International,+1-703-464-6300; or Kathy Waller, Analyst Contact of Financial RelationsBoard, +1-312-640-6696
Web site: http://www.prainternational.com/
