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Published on 5/21/2010 in the Prospect News High Yield Daily and Prospect News Liability Management Daily.

BWAY gets required consents to amend 10% senior subordinated notes

By Devika Patel

Knoxville, Tenn., May 21 - BWAY Holding Co. said it has received tenders and consents from holders of $121.34 million, or 53.09%, of the $228.54 million of BWAY Corp.'s outstanding 10% senior subordinated notes due 2014 as of 5 p.m. ET on May 20.

The notes were surrendered as part of the company's cash tender offer and consent solicitation for all of the notes, which was launched on May 12. As a result of the acquired consents, the company has subsequently amended the notes' indenture to eliminate substantially all restrictive covenants and some events of default provisions.

The offer, which is being conducted in anticipation of the company's planned acquisition by Picasso Merger Sub, Inc., is scheduled to expire at 5 p.m. ET on June 9. The consent deadline is 5 p.m. ET on May 24.

The total consideration, which includes a consent payment of $30.00 for each $1,000 of notes, will be $1,125.

The offer is being financed with funds contributed to Picasso's parent company, Picasso Parent Co., Inc., by investment funds affiliated with Madison Dearborn Partners, LLC, and is conditional upon the company receiving the requisite consents necessary to amend the indenture and the consummation of the merger, as well as the repayment of all debt under the company's existing credit agreement.

If the tender is not completed, or if all of the notes aren't tendered, BWAY may defease the notes.

Bank of America Merrill Lynch (888 292-0070 or 980 388-9217) is the dealer manager and solicitation agent, and Global Bondholder Services Corp. (866 952-2200 or 212 430-3774) is the information agent and depositary.

BWAY is an Atlanta-based supplier of general line rigid containers.


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