Appvion amends tender offer for one note series, cancels two others

By Toni Weeks

San Luis Obispo, Calif., June 24 - Appvion, Inc., formerly Appleton Papers Inc., terminated the tender offer for its 9¾% senior subordinated notes due 2014 and the tender offer and consent solicitation for its 11¼% second-lien notes due 2015, according to a company news release.

The company will not accept any notes from these two series that are tendered for purchase or any consents accompanying the 11¼% notes and will not amend the indenture to the 11¼% notes, the release stated.

Appvion will proceed with the tender offer for the 10½% senior secured notes due 2015 but amended the offer to extend the consent date for the offer to the expiration date, midnight ET on June 27.

The total consideration for the 10½% notes now will be $1,059.68 per $1,000 principal amount of notes validly tendered by the expiration date. Previously, holders were to receive the total consideration for notes tendered by 5 p.m. ET on June 13 and $1,009.68 for notes tendered after the June 13 early consent date but before the expiration date.

In addition, holders will receive accrued interest up to but excluding the settlement date.

The company said in the release that all tendered notes may be withdrawn and validly revoked at or prior to the expiration date.

The company is soliciting consents of holders of the 10½% notes to make some proposed amendments that would, among other things, eliminate substantially all of the restrictive covenants and some events of default in the indenture governing the notes; relieve the company of some of its obligations relating to mergers, consolidations or sale of assets; release all of the collateral securing the notes; and modify certain other related provisions.

The tender offer is conditioned on, among other things, the receipt of consents from the holders of at least two-thirds of the aggregate principal amount of the outstanding notes (excluding any owned by Appvion or its affiliates) and the receipt of enough funds from some refinancing transactions to cover the tender offer.

The dealer manager and solicitation agent is Jefferies LLC (888 708-5831 or 203 708-5831). The information agent is i Deal LLC (888 593-9546 or 212 849-3880).

Appvion is based in Appleton, Wis., and makes thermal, carbonless and security papers and Encapsys products.

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