American Achievement gets consents for most 8¼% notes, 10¼% discount notes by early deadline

By Angela McDaniels

Tacoma, Wash., July 9 -American Achievement Corp. said noteholders had submitted consents for a majority of its 8¼% senior subordinated notes due 2012 and for a majority of AAC Group Holding Corp.'s 10¼% senior discount notes due 2012 as of 5 p.m. ET on July 3, the consent date.

As a result, each company entered into a supplement indenture incorporating the proposed amendments.

Both consent solicitations began on June 9 and will expire at 5 p.m. ET on July 15.

The companies also modified the consent solicitations so that all holders who deliver consent will receive a consent fee of $5 per note.

Previously, only holders who consented by the consent date were slated to receive the fee.

The consent solicitations are being held in connection with a May 15 agreement under which Herff Jones Inc. will acquire all the equity securities of American Achievement Group Holding Corp., which is the parent company of AAC Group. AAC Group is American Achievement's immediate parent company.

The indenture amendments will remove substantially all of the restrictive and reporting covenants and remove some events of default and related provisions, including the covenant that would otherwise require the companies to hold tender offers for the notes after the acquisition is completed.

The amendments will also require the companies to redeem all the outstanding notes for which consents have been delivered. The redemption will occur after the acquisition.

The companies changed the amendment on June 27 so that noteholders will receive 102.3125 for the 8¼% notes and 102.8125 for the 10¼% notes, plus accrued interest in each case.

Under the amendment as originally proposed, noteholders would have received 101 plus accrued interest.

Each consent solicitation is conditioned on the receipt of consents from holders of at least a majority of the notes. They are not, however, conditioned on each other.

When the consent solicitation began, the company said that if approved, the amendments would be made only if the acquisition closes by July 8.

American Achievement is an Austin, Texas-based provider of products used to mark special occasions, such as yearbooks and class rings.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.