PONE Protection One (MM)

Rigrodsky & Long, P.A. announces that it is investigating potential claims against the board of directors of Protection One, Inc. (“Protection One” or the “Company”) (Nasdaq: PONE) concerning possible breaches of fiduciary duty and other violations of law related to the Company’s entry into an agreement to be acquired and taken private by GTCR in a transaction valued at approximately $392.7 million. (http://www.rigrodskylong.com/news/PONE).

Under the proposed agreement, an affiliate of GTCR will commence, on or about May 3, 2010, a tender offer to acquire all of the outstanding common stock of Protection One for $15.50 per share in cash, followed by a merger to acquire all remaining outstanding Protection One shares at that same price. The investigation concerns whether Protection One’s board of directors failed to adequately shop the Company and obtain the best price possible for Protection One’s shareholders before entering into the agreement with GTCR. In addition, Affiliates of Quadrangle Group LLC and Monarch Capital Partners, which together own over 60% of the fully diluted shares (and approximately 70% of the currently outstanding shares) of Protection One, have each executed a tender and support agreement pursuant to which they have agreed to validly tender (and not withdraw) their shares in the tender offer.

As recent as March 23, 2010, the Company reported its fourth quarter and annual 2009 financial results wherein Protection One announced significant improvements to operating income. Indeed, Richard Ginsburg, Protection One’s President and CEO, said, “[w]e are very pleased with the Company’s operating and financial improvements during 2009 and our net income of $17.5 million for the year. Despite the challenging economic environment this past year, we continued to invest in developing our commercial capabilities and alternate channels of distribution for our industry-leading eSecure interactive service. We also achieved greater operational efficiency through continued focus on controlling costs, completed a refinancing of our debt structure and successfully negotiated a tax-related settlement with our former parent. As a result of these accomplishments, we ended the year with a strengthened balance sheet with reduced leverage and an extension of our debt maturities.”

If you own the common stock of Protection One and purchased your shares before April 25, 2010, if you have information or would like to learn more about these claims, or if you wish to discuss these matters or have any questions concerning this announcement or your rights or interests with respect to these matters, please contact Seth D. Rigrodsky, Esquire or Noah R. Wortman, Case Development Director, of Rigrodsky & Long, P.A., 919 N. Market Street, Suite 980, Wilmington, Delaware, by telephone at (888) 969-4242, or by e-mail to info@rigrodskylong.com.

Rigrodsky & Long, P.A., with offices in Wilmington, Delaware and Garden City, New York, regularly litigates securities class, derivative and direct actions, shareholder rights litigation and corporate governance litigation, including claims for breach of fiduciary duty and proxy violations in the Delaware Court of Chancery and in state and federal courts throughout the United States.

Attorney advertising. Prior results do not guarantee a similar outcome.

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