Packaging Corp. Of America gets requisite 9 5/8% '09 note consents

New York, July 7 - Packaging Corp. of America (Ba2/BBB-) said it received sufficient consents from holders of its 9 5/8% series B senior subordinated notes due 2009 by the consent deadline under its previously announced tender offer to adopt proposed amendments to the notes' indenture.

The company said that as of the now-expired consent deadline of 5 p.m. ET on July 7, notes which had been tendered could no longer be withdrawn and the related consents could not be revoked, except in limited circumstances described in the official Offer to Purchase.

Accordingly, Packaging Corp. and the notes' indenture trustee intend to promptly execute and deliver a supplemental indenture incorporating the proposed amendments. The amendments will not become operative, however, unless and until Packaging Corp. accepts the notes for purchase under the terms of the tender offer, expected to occur following the expiration of the offer ( slated for July 21, subject to possible extension). Once the proposed amendments become operative, holders of all the notes then outstanding will be bound by them.

As previously announced, Packaging Corp., a Lake Forest, Ill. packaging company, said on June 23 that it was starting a cash tender offer for all its $550 million of 9 5/8% notes, and was also soliciting consents to amend the notes' indenture to eliminate substantially all restrictive covenants and certain event of default provisions.

It set 5 p.m. ET as the now-expired consent deadline and said the tender offer would expire at midnight ET on July 21, with both deadlines subject to possible extension.

Packaging Corp. said it was offering to pay a price based on an assumption that the notes would be redeemed on the earliest redemption date of April 1, 2004 at the call price of $1,048.13 per $1,000 principal amount. Up to that redemption rate, Packaging Corp. is offering a yield equal to 62.5 basis points over the bid-side yield of the 3 5/8% Treasury note due March 31, 2004. The price would include a consent payment of $20 per $1,000 principal amount of the notes for those notes tendered by the consent deadline.

Notes tendered after the consent deadline would not receive the consent payment.

The company also said that notes not tendered would be redeemed as soon as possible after the earliest redemption date at the redemption price of 104.8125% of the principal amount.

Packaging Corp. said it would finance the tender offer with a private placement of new notes, proceeds of a new bank credit facility and cash on hand.

Morgan Stanley (800 624-1808 or 212 761-1123, attention: Jeff Kelly) and Goldman Sachs (877 686-5059 or 212 357-5680, attention: Liability Management Group) are dealer managers for the tender and Georgeson Shareholder Communications (800 248-3170) is information agent.

Pogo Producing calls 8¾% notes

New York, July 7 - Pogo Producing Co. said it will redeem its $100 million of 8¾% senior subordinated notes due 2007 on Aug. 6.

The Houston oil and gas exploration and production company will redeem the notes at 102.917% of par plus accrued interest to Aug. 6.

The call follows the retirement of its $115 million 5½% convertible subordinated notes due 2006.

American Color Graphics to redeem 12¾% notes

New York, July 7 - American Color Graphics, Inc. said it will redeem its outstanding 12¾% senior subordinated notes due 2005 on Aug. 2.

The Brentwood, Tenn. company will pay par plus accrued interest up to Aug. 2.

Turkcell buys back $2 million 12¾% notes

New York, July 7 - Turkcell Iletisim Hizmetleri AS said it bought back $2.0 million of the 12¾% senior notes due 2005 issued by Cellco Finance NV on April 7 and April 15.

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