To: StocksMan who wrote (20145 ) 11/12/2003 8:23:13 AM From: StocksMan Read Replies (1) | Respond to of 20297 CheckFree Corporation Calls Convertible Subordinated Notes Wednesday November 12, 8:02 am ET ATLANTA, Nov. 12 /PRNewswire-FirstCall/ -- CheckFree Corporation (Nasdaq: CKFR - News) today announced it is calling for redemption on December 12, 2003, all of its 6.5% Convertible Subordinated Notes due 2006 (the "Notes"). The Notes were originally issued on November 29, 1999, in the aggregate principal amount of $172,500,000, and such amount is currently outstanding. The CUSIP numbers for the Notes are 162816 AA0 and 162816 AC6. Prior to 5:00 p.m. (EST) on December 11, 2003, holders may convert their Notes called for redemption into shares of CheckFree Corporation common stock at a price of $73.20 per share, or 13.6612 shares of CheckFree common stock per $1,000 principal amount of the Notes. Cash will be paid in lieu of fractional shares. On November 11, 2003, the last reported sale price of CheckFree common stock on the NASDAQ National Market was $26.85 per share. Alternatively, holders may have their Notes redeemed on December 12, 2003. Upon redemption, holders will receive a total of $1,029.886 per $1,000 principal amount of the Notes, consisting of the redemption price of $1,027.90 plus accrued and unpaid interest thereon from December 1, 2003 through December 11, 2003 of $1.986. Interest on the Notes for the six months ended November 30, 2003, will be paid on December 1, 2003, as scheduled pursuant to the terms of the Indenture governing the Notes. Any Notes called for redemption and not converted on or before 5:00 p.m. (EST) on December 11, 2003, will be automatically redeemed on December 12, 2003, and no further interest will accrue. "Calling the Notes eliminates interest payments of $11.2 million per year through November 2006, or a total of $33.3 million for the remaining life of the bonds," said CheckFree's Chief Financial Officer David Mangum. "With total cash and investments of $424.4 million as of September 30, 2003, we believe this is an appropriate time to call the Notes." "The Company expects to incur a one-time pre-tax charge to GAAP earnings of $7.2 million for the second quarter of fiscal 2004, representing the cost of the call premium and remaining unamortized issuance costs," Mangum continued. "As a result, we now expect a GAAP loss per share in the second quarter of $0.01 to $0.04, rather than the earnings per share of $0.01 to $0.04 we previously announced, and underlying earnings per share to remain unchanged for the quarter. For the full year, our GAAP expectation of breakeven to modestly positive remains unchanged, as the reduction in interest expense will generally offset the one-time charge. And we expect an additional $0.03 of underlying earnings per share for fiscal 2004 as a result of the interest expense reduction." A Notice of Redemption is being sent to registered holders of the Notes. Copies of the Notice of Redemption may be obtained from the paying agent, Wells Fargo Bank Minnesota, N.A., at 1-800-344-5128. . .biz.yahoo.com