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Published on 7/13/2012 in the Prospect News High Yield Daily and Prospect News Liability Management Daily.

Appleton terminates consent solicitations for 10½% notes, 11¼% notes

By Jennifer Chiou

New York, July 13 - Appleton Papers Inc. announced that it will no longer seek consents from holders of its 10½% senior secured notes due 2015 and 11¼% second-lien notes due 2015.

The consent solicitations began June 27 and were being made in connection with the planned acquisition of the company by Hicks Acquisition Co. II Inc., an entity controlled by Texas leveraged buyout billionaire Thomas O. Hicks Sr. The transaction itself has been terminated and, therefore, the solicitations are unneeded.

Previously, the solicitations' deadline was moved to 4 p.m. ET on July 12 from 5 p.m. ET on July 10.

The company also previously amended the consent solicitation for the 10½% notes to increase the consent payment to $15.00 for each $1,000 principal amount of notes, and it had agreed to use its commercially reasonable efforts to begin a tender offer for the notes within 75 days after the closing of the planned acquisition at a make-whole price determined using a discount rate equal to Treasuries plus 50 basis points.

The consent payment for the 11¼% notes was to be $1.25 for each $1,000 principal amount of notes.

The consent solicitations were conditioned on Appleton receiving consents from at least a majority in principal amount of each series of notes outstanding as of June 26. If successfully made, the amendments would have permitted the acquisition of Appleton by Hicks Acquisition in a $675 million transaction.

Jefferies & Co., Inc. (888 708-5831) was the solicitation agent. iDeal LLC (888 593-9546) was the information and tabulation agent.

Based in Appleton, Wis., the company develops coating formulations and coating applications to produce thermal, carbonless and security papers and Encapsys products.


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