Amscan gets consents from 9 7/8% noteholders

New York, April 16 - Amscan Holdings Inc. (B3/B) said that holders of its outstanding 9 7/8% senior subordinated notes due 2007 had satisfied the consent condition on its previously announced tender offer for those notes and related consent solicitation.

The company said that the previously announced consent deadline expired as scheduled at 5 p.m. ET on April 15 without extension. As of that time, holders of a majority of the principal amount of the notes had tendered them and had provided their consents to certain proposed indenture amendments.

The underlying tender offer for the notes meanwhile continues and is scheduled to expire on April 29, subject to possible extension.

As previously announced, Amscan, an Elmsford, N.Y., maker of decorative party goods, said on April 2 that it had begun a cash tender offer for its $110 million principal amount of 9 7/8% notes and was also soliciting noteholder consents to proposed indenture changes that would eliminate substantially all of the affirmative and restrictive covenants, certain repurchase rights and certain events of default and related provisions contained in the indenture.

It set a now-expired consent deadline of 5 p.m. ET on April 15 and said the offer would expire at midnight ET on April 29, subject to possible extension.

The company is offering to pay $1,032.92 per $1,000 principal amount for notes tendered by the expiration date; it said that holders tendering before the consent deadline would receive an additional $2.50 per $1,000 principal amount consent payment, for total consideration of $1,035.42 per $1,000 principal amount.

All tendering holders will also receive accrued interest up to but excluding the date of payment.

The company said that notes could not be tendered without consents also being delivered.

Amscan said it planned to finance the tender offer and consent solicitation with part of the debt and equity financing arranged in connection with its merger with a subsidiary of AAH Holdings Corp., a company affiliated with Berkshire Partners LLC and Weston Presidio.

Completion of the merger is one of the conditions to completing the tender offer.

Goldman, Sachs & Co. is the dealer manager and solicitation agent (contact the Credit Liability Management Group at 877 686-5059). Bondholder Communications Group is the information agent (888 385-2663).

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