Alliance One International settles $467.5 million of early tenders in offer for six series of notes

By Jennifer Chiou

New York, July 2 - Alliance One International, Inc. said it settled the $467.5 million of early tenders it received in the tender offer and solicitation for six series of notes.

The early tender time was 5 p.m. ET on June 24, previously extended from June 22.

Alliance One said it used some of the proceeds from its offerings of $570 million of 10% senior notes due 2016 and $100 million of 5.5% convertible senior subordinated notes due 2014.

The company previously said it had received sufficient tenders and consents to amend the indentures governing those notes.

The offer covers the company's $264,381,000 of 11% senior notes due 2012; its $150 million of 8½% senior notes due 2012; its $89.5 million of 12¾% senior subordinated notes due 2012; Dimon Inc.'s $3,437,000 of 9 5/8% senior notes due 2011; Dimon's $435,000 of 7¾% senior notes due 2013; and Standard Commercial Corp.'s $6,285,000 of 8% senior notes due 2012.

As of 5 p.m. ET on June 24, holders had tendered $258,004,000 principal amount, or 97.59%, of the 11% notes; $119,360,000 principal amount, or 79.57%, of the 8½% notes; $82,105,000 principal amount, or 91.74%, of the 12¾% notes; $3,415,000 principal amount, or 99.36%, of the 9 5/8% notes; $375,000 principal amount, or 86.21%, of the 7¾% notes; and $4,285,000 principal amount, or 68.18%, of the 8% notes.

In 2005, Standard Commercial merged with Dimon, which changed its name to Alliance One International.

The offer began on June 9 and will expire at 9 a.m. ET on July 8.

Alliance One is soliciting consents to amend the notes to eliminate substantially all of the restrictive covenants; eliminate requirements for subsidiary guarantees and requirements to conduct repurchase offers following certain events, including a change in control; modify redemption notice periods to three business days from 30 days; and eliminate or modify some events of default and some conditions to defeasance.

The amendments will become operative once the tendered notes are accepted for purchase and upon payment of the consent fee.

For each $1,000 principal amount, the company said it will pay $1,061.25 for its 11% notes, par for its 8½% notes, $1,071.25 for its 12¾% notes, $1,016.04 for Dimon's 9 5/8% notes, $1,030.83 for Dimon's 7¾% notes and $1,025.00 for Standard Commercial's 8% notes.

Each payment includes a $30.00 fee for notes tendered by the early tender deadline.

The company will also pay accrued interest.

Holders who tender must submit consents.

Credit Suisse Securities (USA) LLC (800 820-1653 or collect 212 538-1862) is the dealer manager and solicitation agent. Global Bondholder Services Corp. (866 488-1500 or collect 212 430-3774) is the information agent.

Alliance One is a Morrisville, N.C.-based leaf tobacco merchant.

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