Smurfit Kappa receives tenders for 9 5/8%, 10 1/8%, 11½% notes

By Angela McDaniels

Seattle, March 26 - Smurfit Kappa Funding plc (formerly JSG Funding plc) and Smurfit Kappa Holdings plc (formerly JSG Holdings plc) announced the results of their tender offers in 6-K reports filed with the Securities and Exchange Commission on Monday.

Smurfit Kappa Funding received tenders for $742.985 million of its $750 million 9 5/8% senior notes due 2012 and €339.361 million of its €350 million 10 1/8% senior notes due 2012 during a tender offer that ended on March 16.

Under the offer, the company said it would purchase up to $470 million of the 9 5/8% notes and up to €219 million of the 10 1/8% notes. Therefore, notes tendered will be accepted on a pro rata basis of 0.63258 for the 9 5/8% notes and 0.64533 for the 10 1/8% notes.

Smurfit Kappa Funding said it will pay $1,068.08 per $1,000 principal amount of 9 5/8% notes tendered and accepted and €1,079.33 per €1,000 principal amount of 10 1/8% notes tendered and accepted.

The tender consideration includes an early tender payment of $20.00 or €20.00 for notes tendered before noon ET on March 1.

Following March 21, the settlement date, $280.117 million of the 9 5/8% notes and €131.070 million of the 10 1/8% notes remain outstanding.

11½% PIK notes

Smurfit Kappa Holdings said it received and accepted tenders for €352.447 million of its 11½% senior pay-in-kind notes due 2015 during a tender offer and consent solicitation that also ended on March 16.

As of March 1, the company had received tenders and consents from holders of more than two-thirds of the notes. Smurfit Kappa Holdings subsequently executed a supplemental indenture that eliminated substantially all of the restrictive covenants and modified certain of the events of default and other provisions.

The company said it plans to redeem the remaining outstanding 11½% notes.

Deutsche Bank AG, London Branch was the dealer manager (44 20 7545 8011), and D.F. King & Co., Inc. was the information agent (800 859-8511 or call collect 212 269-5550) for the offers, which began on Feb. 16.

Smurfit Kappa Funding and Smurfit Kappa Holdings are subsidiaries of Smurfit Kappa plc, a Dublin, Ireland-based producer of paper-based packaging

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