American Achievement, affiliates tender for three series of notes

By Jennifer Chiou

New York, May 10 - American Achievement Group Holding Corp. announced the start of a tender offer for any and all of:

• Its $52,562,667 of 12¾% senior pay-in-kind notes due Oct. 1, 2012;

• AAC Group Holding Corp.'s $131.5 million of 10¼% senior discount notes due October 2012; and

• Subsidiary American Achievement Corp.'s $150 million of 8¼% senior subordinated notes due April 2012.

The offer is set to end at midnight ET on June 8.

For each $1,000 principal amount, those who tender prior to 5 p.m. ET on May 24 will receive the total consideration of $1,063.75 for the 12¾% notes, $1,028.13 for the 10¼% notes and $1,001.25 for the 8¼% notes, each including a $50.00 early tender premium.

Holders will also receive accrued interest.

The companies plan to fund the offer using the proceeds from a combination of the proceeds of an at least $400 million debt financing by American Achievement Corp. and cash on hand.

Goldman, Sachs & Co. (800 828-3182) is the dealer manager. The information agent is Global Bondholder Services Corp. (866 470-4300 or call collect 212 430-3774).

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

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