American Greetings gives early tender update in offer for two series

By Susanna Moon

Chicago, Feb. 13 – American Greetings Corp. gave an update in the cash tender offers for two series of notes issued by Century Intermediate Holding Co. 2, its indirect parent holding company.

Investors had tendered $193,238,000, or 85.9%, of the $225 million of outstanding 7 3/8% senior notes due 2021 and $228,511,000, or 80.2%, of the $285 million of outstanding 9¾%/10½% senior pay-in-kind toggle notes due 2019.

The tender tally is as of 5 p.m. ET on Feb. 10, the early tender date, according to a company announcement.

As a result, American Greetings has received the needed consents to approve the amendments, which will become effective on the early settlement date of Feb. 16.

American Greetings is soliciting consents to amend the notes indenture to eliminate substantially all restrictive covenants and some events of default and to shorten the minimum call notice.

As announced Jan. 30, the total purchase price per $1,000 principal amount will be $1,041.13 for the 7 3/8% notes and $1,012.75 for the PIK notes.

The total amount includes an early tender premium of $30 per $1,000 principal amount of notes tendered before the early tender deadline.

Holders who tender after the early deadline will receive the total amount less the early premium.

The company also will pay accrued interest to but excluding the settlement date, which is expected to be Feb. 16 for early tendered notes.

The tender offers will remain open until midnight ET on Feb. 27.

Tendered notes may no longer be withdrawn as of the early deadline.

Holders may not tender their notes without giving consents or vice versa.

Consents were needed from holders of at least a majority of the notes to approve the amendments.

The tender offers are contingent upon closing of debt securities financing and a new senior secured credit agreement, but does not require a minimum principal amount of notes being tendered in the offer.

As reported, American Greetings priced an upsized $400 million issue of 7 7/8% eight-year senior notes at 99.272 to yield 8% on Feb. 2.

BofA Merrill Lynch (888 292-0070 or 980 387-2113) is the dealer manager. Global Bondholder Services Corp. (866 807-2200 or 212 430-3774) is the information agent and depositary.

American Greetings is a Cleveland-based greeting card company.

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