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Published on 8/6/2009 in the Prospect News Distressed Debt Daily and Prospect News High Yield Daily.

American Achievement Group accepts tenders for 59.35% of 12¾% notes

By Jennifer Chiou

New York, Aug. 6 - American Achievement Group Holding Corp. announced the wrap of its tender offer for its 12¾% senior pay-in-kind notes due Oct. 1, 2012.

The offer ended at 5 p.m. ET on Aug. 5, previously extended from July 31.

Holders tendered $65,336,774, or 59.35%, of the notes, unchanged from the previous July 31 deadline.

The $65 million minimum tender condition was met. It had been lowered from $70 million.

The company previously announced it would purchase up to $85 million principal amount, or about 77%, of the notes for $350 each.

No additional amount will be paid for accrued interest from April 1.

If the principal amount of notes tendered had exceeded the cap, notes tendered before 11:59 p.m. ET on July 17 would have been purchased in full and notes tendered after that time would have been accepted on a pro rata basis.

When the tender offer began on June 4, the company was offering to purchase any and all of the $110,090,828 principal amount of notes for $230.11 each. It amended the offer on July 20 to add the cap and minimum tender condition and to increase the offer price.

In addition, the original payment amount included an early tender premium of $20.00 for each note tendered by the early tender deadline. The premium had already been eliminated.

The offer was originally scheduled to end July 17 and had been extended twice.

The company said it intends to fund the offer with a combination of one or more of cash borrowed by subsidiary American Achievement Corp. under its revolving line of credit, proceeds of the sale of new preferred stock by newly formed subsidiary American Achievement Intermediate Holding Corp. and cash on hand.

Goldman, Sachs & Co. (800 828-3182 or call collect 212 357-4692) was the dealer manager. The information agent was Global Bondholder Services Corp. (866 873-6300 or call collect 212 430-3774).

American Achievement is a scholastic products company based in Austin, Texas.


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