Levi Strauss tenders for 11 5/8% notes

New York, Feb. 24 - Levi Strauss & Co. said it has started a cash tender offer for any and all of its $380 million of 11 5/8% senior notes due 2008 and €125 million 11 5/8% senior notes due 2008.

The San Francisco clothing company is also soliciting consents to amend each series of notes to eliminate or make less restrictive most of the restrictive covenants and certain related events of default.

Levi Strauss is offering $1,063.13 per $1,000 principal amount or €1,063.13 per €1,000 principal amount of the notes plus accrued interest up to but excluding the payment date.

The totals include a consent payment of $30 per $1,000 principal amount or €30 per €1,000 principal amount that will only be paid to holders who tender and deliver consents by the consent deadline of 5 p.m. ET on March 9.

For notes tendered after the consent deadline, the payment will be $1,033.13 per $1,000 principal amount or €1,033.13 per €1,000 principal amount.

The tender ends at midnight ET on March 23.

Levi Strauss said it expects to buy notes tendered by the consent deadline on March 11.

The tender is subject to completion of a capital markets transaction with gross proceeds of at least $550 million and the receipt of consents from holders of a majority of each series of notes.

Banc of America Securities LLC (888 292-0070, call collect 704 388-9217 or +44 20 7174-4830) and Citigroup Global Markets Inc. at (800 558-3745, call collect 212 723-6108 or +44 20 7986-8969) are joint lead dealer managers and solicitation agents. D.F. King & Co., Inc. is the information agent (800 431-9642, call collect 212 269-5550 or +44 20 7920-9700).

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