Clarke seeks OK to extend 6% notes to 2018, revoke conversion terms

By Susanna Moon

Chicago, June 19 - Clarke Inc. said it will seek holder approval to amend its C$6,317,000 principal amount of 6% convertible subordinated debentures due Dec. 31, 2013 at a meeting to be held on July 25.

The company is asking for approval to extend the maturity of the notes to Dec. 31, 2018 and to eliminate the ability of holders to convert the notes into the company's common shares, according to a press release.

The proposed amendments also include eliminating the company's ability to repay the principal amount of the debentures through the issuance of common shares on redemption or maturity.

Holders who vote for the amendments will receive a fee of C$6 per C$1,000 principal amount of notes. The payment is conditioned on garnering approval from holders of at least 66 2/3% of the principal amount of the notes present or represented by proxy at the meeting.

Along with the consent fee, the company will pay a soliciting dealers' fee of C$4 per C$1,000 of notes to soliciting dealers that are entitled to receive the fee.

The company's board of directors unanimously recommends that the holders vote for the amendments, the release noted.

Halifax, N.S.-based Clarke is a diversified group with businesses in freight transportation, shipping, real estate and information technology.

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