PRINTPACK INC. said Thursday (March 28) it will redeem its 9 7/8% senior notes due 2004 and its 10 5/8% senior subordinated notes due 2006 on April 26, 2002 at the prices in the bond indentures. Printpack is am Atlanta, Ga. producer of flexible packaging.

HEAFNER TIRE GROUP, INC. (Caa2/CCC+) said Wednesday it completed its dutch auction tender offer and consent solicitation; a total of $121.4 million principal amount of its 0% series D senior notes due 2008 were tendered and consents received for 79% of the outstanding principal amount of the notes. The price set in the dutch auction that Heafner will pay is $535 per $1,000 principal amount, the top end of the $450 to $535 range it said it would accept. Holders will also receive accrued but unpaid interest. The Huntersville N.C. supplier of tires and automotive wheels had been offering to buy up to $126 million of the notes. AS PREVIOUSLY ANNOUNCED Heafner said March 22 that it is extending its previously announced tender offer for up to $126 million of its 10% series D senior notes due 2008 and the related solicitation of noteholder consents to proposed indenture changes. The offer will now expire at 5 p.m. ET on March 26, subject to possible further extension, instead of the previous March 25 deadline. Holders of notes may tender or withdraw notes and consent to the proposed indenture amendments until the extended deadline. Heafner initially said on Feb. 5 that it was beginning a tender offer for all of its $150 million of 10% notes (an amount subsequently modified) and said it would also solicit consents to the adoption of proposed indenture amendments aimed at eliminating most of the restrictive covenants and related events of default, as well as modifying certain other indenture provisions. Heafner initially set 5 p.m. ET on March 6 as the offer expiration deadline, which was subsequently extended. Tendered notes may be withdrawn, and consents may be revoked, at any time prior to the expiration date. Heafner initially said it would purchase the notes for $375 per $1,000 principal amount, plus accrued and unpaid interest (the prospective price to be paid was subsequently increased, and "modified Dutch auction" procedures instituted to set both the purchase priced and the amount of notes to be purchased). It said there would be no separate consent payment. Holders of the notes who tender them would be considered to have consented to the indenture changes; a holder may not deliver a consent without concurrently tendering the notes. The offer is conditioned, among other things, upon Heafner's receipt of funds upon the completion of certain transactions that are part of a planned overall recapitalization plan for Heafner. Notwithstanding any other provision of the offer and the solicitation, Heafner's obligation to accept for purchase and to pay for notes validly tendered pursuant to the offer and the solicitation is conditioned upon, among other things, the noteholders having validly tendered at least a majority of the outstanding notes by the expiration deadline, excluding any notes held by Heafner or its affiliates; the receipt by the company of the requisite number of duly executed consents to the proposed indenture amendments (representing not less than a majority of the notes); the execution of a supplemental indenture to the indenture, providing for the proposed amendments; the closing of each of the other transactions contemplated by Heafner's recapitalization plan and the receipt by Heafner of the net proceeds from these transactions; and the satisfaction of other conditions in the official offering statement. On March 7, Heafner extended the deadline and said that to date, $15 million of the notes had been tendered and not withdrawn. On March 11, Heafner said that it had extended the expiration deadline to 5 p.m. ET on March 25, from the previous March 11 deadline, subject to possible further extension, and had amended the terms on the offer, as well as the proposed indenture changes to which consents are being solicited. The offer was amended to reduce the total amount of notes sought for purchase from the originally announced $150 million (i.e., all of the outstanding notes) to between $105 million and $126 million. The price to be offered for the notes, which was initially announced at $375 per $1,000 principal amount, plus accrued but unpaid interest, will now be determined via "modified Dutch auction" process, and will be in the range of $450 to $535 per $1,000 principal amount, plus accrued plus unpaid interest. Under terms of the mended offer, holders of notes will be permitted to tender their notes at prices within the designated price range, or without naming a price (in which case the holder will be deemed to have tendered at the lowest price in the price range). Heafner will select as its purchase price the single lowest price that will enable the company to purchase the amount of notes to be purchased under the amended offer. Notes accepted for purchase under terms of the amended offer would be accepted in the order of the lowest to highest tender prices specified by tendering holders within the designated price range. Notes tendered at the purchase price would be subject to proration, and notes tendered above the purchase price would not be purchased. Heafner said it will pay the same purchase price for all notes accepted for purchase under the modified Dutch auction procedure

MDC CORP. INC. said Wednesday (March 27) it obtained the necessary consents to amend the indentures of its outstanding 10½% senior subordinated notes due Dec. 1, 2006. The Toronto, Ont. business services company said a majority of holders had delivered their consents by the deadline. The tender portion of MDC's offering continues until midnight ET on April 8, 2002. AS PREVIOUSLY ANNOUNCED, following an amendment on March 26, MDC is offering $890 per $1,000 principal amount of notes, eliminating an earlier dutch auction. Previously MDC had been accepting offers in the range of $860 to $880 per $1,000 principal amount, with the actual level to be set by dutch auction. Those levels were themselves increased on March 20 from $800 to $820 initially. At that time MDC also extended the deadline for holders to receive the consent fee to 5.00 p.m. ET on March 27 from 5.00 p.m. ET on March 22. The consent fee remained at $10 per $1,000 principal amount. It also pushed back the expiration of the tender was also pushed back to midnight ET on April 8 from midnight ET on April 4. MDC originally said March 8 that it had begun a tender offer for its outstanding 10½% notes, as well as a related solicitation of noteholder consents to proposed indenture changes. MDC initially said it would purchase the notes at a price of between US$800 and US$820 per US$1,000 principal amount, with the exact designated purchase price to be determined under a "modified Dutch auction" process, up to a total aggregate purchase price of US$100 million (the purchase price range was subsequently raised). Noteholders would also receive accrued and unpaid interest up to, but not including the planned date of payment. Under the "modified Dutch Auction" procedure, the company said that holders of the notes would tender their securities at a price within the proposed range. MDC said it would accept tenders in the order of lowest to highest tender prices within the range, and would select the single lowest price that would enable it to purchase the maximum total amount of notes that may be purchased for US$100 million. MDC said it would pay the purchase price to all holders whose tenders are accepted. If the total prospective purchase price of notes which are tendered at or below the designated purchase price comes to less than US$100 million, MDC said it would purchase all of the notes which have been tendered at a price equal to the highest price tendered. If the total prospective purchase price of the notes tendered at or below the designated purchase price were to exceed US$100 million, MDC said it would first purchase those notes tendered at a price below the designated purchase price and, then would purchase all notes tendered at the designated purchase price on a pro-rata basis. MDC indicated that it plans to fund the $100 million note purchase using the a portion of the net proceeds of approximately C$185 million which it expects to receive from the sale of its remaining 50.01% interest in Davis + Henderson LP, its Canadian check division. MDC on March 4 entered into an agreement with Davis + Henderson Income Fund to sell that stake in Davis + Henderson LP. MDC also said that it is soliciting consents to certain proposed amendments to the notes' indenture which would, among other things, permit MDC to conduct the tender offer. It initially offered to pay a consent fee of US$2.50 per US$1,000 principal amount of notes (which was subsequently increased) to holders delivering consents by the now-extended consent deadline. Receipt of consents from holders of a majority of the outstanding notes is required to approve the amendments. Holders who validly tender their notes will be deemed to have delivered their consent to the proposed amendments; however, holders may deliver consents without tendering their notes, and may still tender their notes at a later time up to the tender offer expiration deadline. The tender offer is conditioned upon, among other things, the receipt of the requisite consents necessary to adopt the proposed amendments. While tendered notes may be withdrawn at any time at or prior to the expiration of the tender offer, consents to the proposed indenture changes may be revoked only prior to the earlier of either A) the time that the requisite consents necessary to adopt the proposed amendments have been received and evidence of such receipt has been delivered to the notes' trustee, or B) the expiration of the tender offer. Goldman, Sachs & Co. (call 212 902-0391) will act as dealer manager for the offer and as solicitation agent for the consent solicitation. The Depositary and Information Agent is Mellon Investor Services LLC (call 866 825-8876).

ISPAT INTERNATIONAL NV said Thursday its Mexican operating unit Ispat Mexicana, SA de CV, known as Imexsa, extended its exchange offer for all the outstanding 10 1/8% senior structured export certificates due 2003 of Imexsa Export Trust No. 96-1 to 5:00 p.m. ET on April 30, 2002 unless further extended or terminated. The exchange had been scheduled to expire at 5:00 p.m. ET on March 29, 2002. AS PREVIOUSLY ANNOUNCED, the exchange has already been extended, most recently on March 11 to March 29 from March 11. Originally, Ispat International, an international steel producer based in Rotterdam, the Netherlands, said on Jan. 25 that its Mexican operating subsidiary, Imexsa had begun an exchange offer for all the outstanding 10 1/8% certificates issued by Imexsa Export Trust No. 96-1. The exchange offer was originally slated to expire at 5:00 p.m. ET, on Feb. 22, although this deadline has now been extended. Under the terms of the exchange offer, Imexsa offered to exchange its 10 1/8% senior notes due 2008 for the Imexsa export certificates. The senior notes will be fully and unconditionally guaranteed by Ispat on a senior unsecured basis. Ispat said the exchange offer is conditioned upon the holders of at least 95% of the Imexsa senior certificates having validly tendered them and not withdrawn them prior to the expiration date and upon the other terms and conditions set forth in Imexsa's Offering Memorandum and Consent Solicitation Statement dated January 24. Ispat further said that Imexsa was soliciting consents from holders of the senior certificates to amend the agreements governing them. Holders tendering their senior certificates in the exchange offer must also deliver consents, which may not be withdrawn after the earlier of either a) the expiration date, or b) whenever the requisite consents required to amend the agreements governing the senior certificates are received. Dresdner Kleinwort Wasserstein (call 212 969-2700, ask for Mark Hootnick) is the dealer manager and solicitation agent, and D.F. King & Co., Inc. (call 800 847-4870, ask for Tom Lang) is the information agent for the exchange offer.

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