UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE TO-C
TENDER OFFER STATEMENT
UNDER
SECTION 14(D)(1) OR 13(E)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
NEW ENGLAND BUSINESS SERVICE, INC.
(Name of Subject Company)
HUDSON ACQUISITION CORP.
and
DELUXE CORPORATION
(Name of Filing Persons (Offeror))
COMMON STOCK, PAR VALUE $1.00 PER SHARE
(Title of Class of Securities)
643872104
(CUSIP Number of Class of Securities)
ANTHONY C. SCARFONE
SENIOR VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
DELUXE CORPORATION
3680 VICTORIA ST. N.
SHOREVIEW, MINNESOTA 55126-2966
(651) 483-7122
(Name, address and telephone number of person authorized to receive notices and
communications on behalf of filing person)
COPIES TO:
ROBERT A. ROSENBAUM, ESQ.
DORSEY & WHITNEY LLP
SUITE 1500
50 SOUTH SIXTH STREET
MINNEAPOLIS, MINNESOTA 55402
(612) 340-5681
CALCULATION OF FILING FEE
| TRANSACTION VALUATION | AMOUNT OF FILING FEE | |
| Not Applicable | Not Applicable |
| ¨ | Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
| Amount Previously Paid: NOT APPLICABLE |
Filing Party: NOT APPLICABLE | |
| Form or Registration No.: NOT APPLICABLE |
Date Filed: NOT APPLICABLE |
| x | Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. |
| Check the appropriate boxes to designate any transactions to which the statement relates: |
| x | third-party tender offer subject to Rule 14d-1. |
| ¨ | issuer tender offer subject to Rule 13e-4. |
| ¨ | going-private transaction subject to Rule 13e-3. |
| ¨ | amendment to Schedule 13D under Rule 13d-2. |
Check the following box if the filing is a final amendment reporting the results of the tender offer: ¨
SIGNATURES
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| DELUXE CORPORATION | ||
| By: | /s/ Anthony C. Scarfone | |
| Anthony C. Scarfone Senior Vice President, General Counsel and Secretary | ||
| HUDSON ACQUISITION CORP. | ||
| By: | /s/ Anthony C. Scarfone | |
| Anthony C. Scarfone Executive Vice President and Secretary | ||
Dated: May 17, 2004
2
EXHIBIT INDEX
| EXHIBIT NUMBER |
DESCRIPTION | |
| 99.1 | Transcript of conference call held on May 17, 2004 relating to proposed acquisition of New England Business Service, Inc. by Deluxe Corporation | |