Exhibit (a)(1)(C)
NOTICE OF GUARANTEED DELIVERY
To Tender Shares of Common Stock
of
Official Payments Holdings, Inc.
Pursuant to the Offer to Purchase dated October 4, 2013
by
Olympic Acquisition Corp.
a wholly owned subsidiary of
ACI Worldwide, Inc.
This form, or a substantially equivalent form, must be used to accept the Offer (as defined below) if the certificates for shares of common stock, par value $0.01 per share (the “Shares”), of Official Payments Holdings, Inc. and any other documents required by the Letter of Transmittal cannot be delivered to the Depositary by Friday, November 1, 2013 (or if the Offer is extended to a later date, such later date). Such form may be delivered by facsimile transmission or mail to the Depositary. See Section 3 of the Offer to Purchase.
The Depositary for the Offer is:
Computershare Trust Company, N.A.
| By Mail: | By Facsimile Transmission: | Overnight Delivery: | ||
Computershare Trust Company, N.A. c/o Voluntary Corporate Actions P.O. Box 43011 Providence, RI 02940-3011 | For Eligible Institutions Only: (617) 360-6810
For Confirmation Only Telephone: (781) 575-2332 | Computershare Trust Company, N.A. c/o Voluntary Corporate Actions 250 Royall Street, Suite V Canton, MA 02021 | ||
| Phone: Toll-free: (800) 962-4284 | ||||
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OR FACSIMILE OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.
This Notice of Guaranteed Delivery is not to be used to guarantee signatures. If a signature on a Letter of Transmittal is required to be guaranteed by an Eligible Institution under the instructions thereto, such signature guarantee must appear in the applicable space provided in the signature box on the Letter of Transmittal.Do not send share certificates with this notice. Share certificates should be sent with your Letter of Transmittal.
Ladies and Gentlemen:
The undersigned hereby tenders to Olympic Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of ACI Worldwide, Inc., a Delaware corporation, upon the terms and subject to the conditions set forth in the Offer to Purchase dated October 4, 2013 and the related Letter of Transmittal (such Offer to Purchase, together with any amendments or supplements thereto, collectively constitute the “Offer”), receipt of which is hereby acknowledged, the number of Shares set forth below pursuant to the guaranteed delivery procedure set forth in Section 3 of the Offer to Purchase.
| No. of Shares: |
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| Certified Numbers (if available): |
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| If delivery will be by book-entry transfer: |
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| Name of Tendering Institution: |
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| Account Number: |
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| SIGN HERE |
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| Signature(s) |
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| (Name(s)) (Please Print) |
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| (Addresses) |
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| (Zip Code) |
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| (Area Code and Telephone Number) |
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GUARANTEE
(Not to be used for signature guarantee)
The undersigned, a firm which is a bank, broker, dealer, credit union, savings association or other entity which is a member in good standing of a recognized Medallion Program approved by The Securities Transfer Association Inc., including the Securities Transfer Agents Medallion Program (STAMP), the Stock Exchange Medallion Program (SEMP) and the New York Stock Exchange Inc. Medallion Signature Program (MSP) or any other “Eligible Guarantor Institution” (as such term is defined in Rule 17Ad-15 under the Securities Exchange Act of 1934, as amended), guarantees (1) that the above named person(s) “own(s)” the Shares tendered hereby within the meaning of Rule 14e-4 under the Securities Exchange Act of 1934, (2) that such tender of Shares complies with Rule 14e-4, and (3) to deliver to the Depositary the Shares tendered hereby, together with a properly completed and duly executed Letter(s) of Transmittal and certificates for the Shares to be tendered or an Agent’s Message (as defined in the Offer to Purchase) in the case of a book-entry delivery, and any other required documents, all within three NASDAQ trading days of the date hereof.
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| (Name of Firm) |
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| (Address) |
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| (Zip Code) |
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| (Authorized Signature) |
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| (Name and Title) |
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| (Area Code and Telephone Number) |
Dated: , 201
DO NOT SEND CERTIFICATES FOR SHARES WITH THIS NOTICE.
CERTIFICATES FOR SHARES SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.
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