Cadmus extends tender for 9¾% notes

New York, May 27 - Cadmus Communications Corp. (B2/B) said it has extended its tender offer for its 9¾% senior subordinated notes due 2009 to 5 p.m. ET on June 11 from midnight ET on May 26.

Cadmus previously said on May 13 it had received the required noteholder consents to the proposed changes in the indenture of its 9¾% senior subordinated notes due 2009.

Cadmus said that the tender offer's consent solicitation deadline expired as scheduled at 5 p.m. ET on May 12, without extension. As of that time, Cadmus had received tenders of notes and deliveries of the related consents from the holders of 100% of the outstanding notes.

As a result of obtaining the required consents, Cadmus will execute and deliver a supplemental indenture setting forth the amendments. The supplemental indenture will provide that the amendments will only become operative when the company accepts the tendered notes for purchase.

Even though all of the noteholders have already tendered their notes - making them eligible to receive the total consideration, which includes the previously announced consent payment - the underlying tender offer for the notes meantime continues.

As previously announced, Cadmus, a Richmond, Va.-based provider of integrated graphic communications services to professional publishers, not-for-profit societies and corporations, said on April 29 that it had begun a cash tender offer for any and all of its $125 million principal amount of 9¾% notes and was also soliciting noteholder consents to proposed indenture changes aimed at eliminating substantially all of the restrictive covenants.

It set a now-expired consent deadline of 5 p.m. ET on May 12 and said the offer would expire at midnight ET on May 26, subject to possible extension.

Cadmus said that holders validly tendering their notes by the consent deadline would receive the total consideration of $1,052.50 per $1,000 principal amount of notes tendered and accepted for purchase, including a $30 per $1,000 principal amount consent payment. Holders tendering their notes after the consent deadline but before the expiration deadline would receive tender offer consideration of $1,022.50 per $1,000 principal amount but would not receive the consent payment. All tendering holders will also receive accrued interest up to but not including the payment date.

Holders cannot tender their notes without also delivering consents, nor can they deliver consents without also tendering.

Cadmus said the tender offer would be conditioned upon the company's receipt of tenders of notes representing a majority of the outstanding principal amount as well as the company having obtained financing on such terms and in such amount as it might determine.

Wachovia Securities (call the Liability Management Group at 866 309-6316 or collect at 704 715-8341) and Banc of America Securities LLC (call the High Yield Special Products Group at 888 292-0070 or collect at 212 847-5834) are dealer managers. D. F. King & Co. Inc. is the information agent (call 888 869-7406 or collect at 212 269-5550).

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