Amscan extends tender offer for 9 7/8% notes

New York, April 30 - Amscan Holdings Inc. (B3/B) said that it had extended its previously announced tender offer for its outstanding 9 7/8% senior subordinated notes due 2007; the tender offer will now expire at noon ET on April 30, subject to possible further extension, rather than the originally announced deadline of midnight ET on April 29.

As of that original deadline, Amscan had received tenders from registered holders of $87.2 million principal amount of the notes, representing more than 79% of the amount outstanding.

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 initially said the offer would expire at midnight ET on April 29, which has now been extended.

The company said it would 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.

On April 16, Amscan said that the noteholders had satisfied the tender offer's consent condition, with holders of a majority of the principal amount of the notes having tendered them and consented to the indenture amendments by the consent deadline, which expired as scheduled at 5 p.m. ET on April 15 without extension.

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.

On April 27, high-yield syndicate sources heard that Amscan had sold $175 million of new 8¾% senior subordinated notes due 2014.

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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