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Lawson Software Announces Expiration of Consent Solicitation and Receipt of Requisite Consents(March 28, 2012)
ST. PAUL, MN -- (Marketwire) -- 03/28/12 -- Lawson Software, Inc. (the "Company") today announced that its previously announced consent solicitation (the "Consent Solicitation"), with respect to certain proposed amendments (the "Proposed Amendments") to the indenture (the "Indenture") governing its 11.5% Senior Notes due 2018 (the "Notes") expired at 5:00 p.m., New York City time, on March 27, 2012 (the "Consent Time"). As of the Consent Time, the number of validly delivered and duly executed consents (each a "Consent") was approximately $462,280,000 in aggregate principal amount (or approximately 82.6%) of the outstanding Notes, which exceeded the number needed to approve the Proposed Amendments.
As part of the Consent Solicitation, the Company will make a cash payment of $3.75 per $1,000 in principal amount of the Notes (the "Consent Fee") to Holders who have validly delivered and duly executed Consents. The Company's obligation to pay the Consent Fee is contingent upon, among other things, satisfaction or, where possible, waiver of the conditions described in the Change of Control Notice, Offer to Purchase and Consent Solicitation Statement dated March 8, 2012, as supplemented (the "Statement"), including the consummation of the Infor Contribution (as defined in the Statement). The Infor Contribution is expected to be consummated during the first two weeks of April 2012.
The Company has retained BofA Merrill Lynch to act as the Solicitation Agent in connection with the Consent Solicitation. Questions may be directed to the Solicitation Agent by telephone at (888) 292-0070 (toll free) or (980) 388-3646 (collect). The Company has retained Wilmington Trust, National Association to act as the Depositary and Paying Agent. Questions and requests for additional documents may be directed to the Depositary in writing at Wilmington Trust, National Association, c/o Wilmington Trust Company, Rodney Square North, 1100 North Market Street, Wilmington, DE 19890-1626, Attention: Sam Hamed, by telephone at (302) 636-6181 or by facsimile at (302) 636-4139.
This press release shall not constitute an offer to purchase, solicitation of consents or a solicitation of an offer to sell the notes. The Consent Solicitation is made solely by means of the Statement and the accompanying Letter of Transmittal and Consent.
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