UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): July 16, 2012
HARLAND CLARKE HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
Delaware | 333-133253 | 84-1696500 | ||
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
10931 Laureate Drive, San Antonio, Texas |
78249 | |||
(Address of principal executive offices) | (Zip code) |
(210) 694-8888
(Registrants telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 | Other Events |
On July 16, 2012, the Company issued a press release announcing that it intends to commence an offering of $250 million aggregate principal amount of senior secured notes due 2018. The press release announcing the notes offering is filed hereto as Exhibit 99.1.
Item 9.01 | Financial Statements and Exhibits |
Exhibit 99.1 | Press release issued by the Company on July 16, 2012. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
HARLAND CLARKE HOLDINGS CORP. | ||||||
Date: July 16, 2012 | By: | /s/ Martin Wexler | ||||
Martin Wexler Vice President and Treasurer |
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EXHIBIT INDEX
Exhibit |
Description | |
99.1 | Press release issued by the Company on July 16, 2012. |
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Exhibit 99.1
FOR IMMEDIATE RELEASE
Harland Clarke Holdings Corp. Announces Launch of $250 Million Senior Secured Notes Offering
San Antonio, TX - (July 16, 2012) Harland Clarke Holdings Corp. (the Company) announced today that it plans to issue $250 million aggregate principal amount of senior secured notes due 2018 (the Notes) in a private placement not registered under the Securities Act of 1933, as amended. The Company intends to use the net proceeds from the offering together with cash on hand to repay a portion of the outstanding term loans under its existing senior secured credit facilities, an amendment and extension of which was entered into on May 10, 2012.
The Notes and related guarantees have not been registered under the Securities Act of 1933, as amended (the Securities Act), or the securities laws of any other jurisdiction, and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements. This offering will be made only to qualified institutional buyers in accordance with Rule 144A under the Securities Act and to non-U.S. persons in accordance with Regulation S under the Securities Act.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Harland Clarke Holdings Corp.
Harland Clarke Holdings has four business segments, which are operated by Harland Clarke, Harland Financial Solutions, Scantron, and Faneuil. Harland Clarke is a provider of checks and related products, direct marketing services, customized business and home office products, and security solutions. Harland Financial Solutions provides technology products and related services to financial institutions. Scantron is a leading provider of data management solutions and related services to educational, commercial, governmental, and healthcare entities. Faneuil is a leading provider of business process outsourcing and managed services with expertise in contact centers, violations processing centers and toll operations.
Contact:
Harland Clarke Holdings Corp.
Martin Wexler, 210.697.6251
Vice President/Treasurer
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