Deluxe gets consents for 5% notes, offers early fee for all tenders

By Susanna Moon

Chicago, March 8 - Deluxe Corp. said investors tendered $192.8 million principal amount, or 68.8%, of its 5% senior notes due 2012 by the consent deadline of 5 p.m. ET on March 7.

The company solicited consents to amend the notes to eliminate substantially all of the restrictive covenants.

After having received the needed consents, the company plans to execute a supplemental indenture, which will become effective immediately. The proposed amendments will become operative when the company accepts the notes for purchase.

Deluxe also said it amended the pricing terms of the tender offer so that holders will receive the total payment of $1,045 for each $1,000 principal amount for notes tendered after the consent deadline.

Holders may continue to tender notes until 11:59 p.m. ET on March 21. The offer began Feb. 22.

Before the changes, only holders who tendered by the consent deadline were to receive the total payment, which includes a $30 consent payment. Those who tendered after the consent date were to receive $1,015 per $1,000 principal amount.

The company also will pay accrued interest up to but excluding the payment date.

Holders who tender their notes must also consent to the amendments.

Tenders and consents may not be withdrawn after the consent payment deadline.

The tender offer is conditioned upon the receipt of consents of holders of a majority in principal amount of the outstanding notes, the receipt of proceeds of at least $200 million from a private placement of new senior notes and the availability of sufficient funds under the company's revolving credit facility necessary to purchase the accepted notes.

Deluxe began a brief roadshow on March 8 for a $200 million offering of 10-year senior notes.

J.P. Morgan Securities LLC (800 245-8812 or 212 270-1200) and Credit Suisse Securities (USA) LLC (800 820-1653 or 212 538-2147) are the dealer managers and solicitation agents. Wells Fargo Bank, NA is the depositary, and Georgeson Inc. (212 440-9800 for banks and brokers or 800 932-9864) is the information agent.

Deluxe is a Shoreview, Minn.-based provider of personalized printed products, promotional products and merchandising materials.

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