Payment Data Systems Announces Common Stock
Purchase Rights Dividend
San Antonio, TX
May 09, 2005 Payment Data Systems,
Inc. (OTC BB: PYDS) an integrated electronic
payments solutions provider, announced today
that that its Board of Directors has
declared a dividend distribution of one
common stock purchase right on each
outstanding share of its common stock.
The action taken by the Board of
Directors is designed to protect the
long-term value of shareholders' and
employees' investment in Payment Data
Systems, Inc., to assure that all
shareholders receive fair and equal
treatment in the event of any proposed
takeover and to guard against partial tender
offers, squeeze-outs, open market
accumulations and other coercive tactics to
gain control of Payment Data Systems, Inc.
without paying all shareholders a fair
control premium. The Company is not aware of
any current attempt to acquire control of
Payment Data Systems, Inc.
Until the rights become exercisable, the
rights will trade automatically with the
common stock of Payment Data Systems, Inc.
and separate rights certificates will not be
issued. The rights will be exercisable only
if a person or group acquires 15% or more of
Payment Data Systems, Inc.'s common stock,
whether through open market or private
purchases or consummation of a tender or
exchange offer, or announces an offer the
consummation of which would result in such
person or group owning 15% or more of
Payment Data Systems, Inc.'s common stock.
When the rights first become exercisable,
each right will entitle the holder to
purchase one share of common stock for
$0.23, subject to adjustment. If Payment
Data Systems, Inc. is involved in a merger
or other business combination after a person
or group has acquired 15% or more of Payment
Data Systems, Inc.'s common stock, each
right will entitle its holder to purchase,
at the right's then-current exercise price,
a number of the acquiring company's shares
having a market value of twice the exercise
price of each right. If a person or group
acquires 15% or more of Payment Data
Systems, Inc.'s common stock, each right
will entitle its holder to purchase a number
of additional shares of common stock having
a market value of twice the exercise price
of each right.
The rights are intended to enable all
shareholders to realize the long-term value
of their investment in Payment Data Systems,
Inc. They will not prevent a takeover, but
should encourage anyone seeking to acquire
Payment Data Systems, Inc. to negotiate with
the Board prior to attempting a takeover.
The Board may redeem the rights for $.001
per right prior to the acquisition of 15% or
more of our common stock by a single
acquirer or group.
The rights were
issued to shareholders of record on April
29, 2005 and will expire on April 29, 2009.
The rights distribution is not taxable to
shareholders.
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About Payment Data Systems, Inc.
Payment Data Systems, Inc., is an Integrated Payments
Solution Provider delivering comprehensive,
cost-effective solutions to billers and retailers for
the processing and management of electronic payments via
the Internet, point of sale, or payments taken by
Customer Service Representatives or an Interactive Voice
Response (IVR). Additional products available from PDS
include services and products that can be implemented
more quickly and less expensively than the alternative
of adding multiple payments companies as these solutions
offer a full range of payment processing capabilities.
These service offerings include: one time and recurring
ACH debits and credits, electronic lockbox and returned
check services, Web pay acceptance of credit cards and
checks, telephone pay to Customer Service
Representatives for acceptance of credit cards and
checks, Interactive Voice Response systems which
completely automate the payment receiving process, and
data warehousing that enable the storage and retrieval
of all payment history from one location. Payment Data
is the owner of the electronic bill payment portal,
http://www.billx.com . billx.com has the ability to
transmit electronic payments to thousands of national
billers. For additional information, visit
www.paymentdata.com. Contact: Michael Long, Investor
Relations, Payment Data Systems, Inc. 210-249-4040.
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Payment Data Systems, Inc.
Michael Long
CEO
phone: 210-249-4040
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FORWARD-LOOKING STATEMENTS DISCLAIMER Except for the historical
information contained herein, the matters discussed in this release
include certain forward-looking statements, which are intended to be
covered by safe harbors. Those statements include, but may not be
limited to, all statements regarding our and management's intent,
belief and expectations, such as statements concerning our future and
our operating and growth strategy. Investors are cautioned that all
forward-looking statements involve risks and uncertainties including,
without limitation, the factors detailed from time to time in our
filings with the Securities and Exchange Commission. One or more of
these factors have affected, and in the future could affect, our
businesses and financial results in the future and could cause actual
results to differ materially from plans and projections. We believe
that the assumptions underlying the forward-looking statements
included in this release will prove to be accurate. In light of the
significant uncertainties inherent in the forward-looking statements
included herein, the inclusion of such information should not be
regarded as a representation by us or any other person that our
objectives and plans will be achieved. All forward-looking statements
made in this release are based on information presently available to
our management. We assume no obligation to update any forward-looking
statements, except as required by law.
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