Visant launches tender offers for 10¼% notes, 8¾% notes, 7 5/8% notes; remainder set to be called

By Jennifer Chiou

New York, Sept. 7 - Visant Holding Corp. and Visant Corp. announced the start of cash tender offers for any and all of the $247.2 million of 10¼% senior discount notes due 2013 and $350 million of 8¾% senior notes due 2013 of Holdings as well as any and all of the $500 million of 7 5/8% senior subordinated notes due 2012 of Visant Corp.

The companies are also soliciting consents to amend each of the note indentures to, among other things, eliminate substantially all of the restrictive covenants, some events of default and other related provisions.

The offers will both end at midnight ET on Oct. 4.

The consent deadline is set for 5 p.m. ET on Sept. 20.

For each $1,000 principal amount, the companies are offering $1,035.41 for the 10¼% notes and $1,037.34 for the 8¾% notes, both payouts including a $20.00 consent payment for those who tender by the early deadline, and $1,002.50 for the 7 5/8% notes, including a $2.50 consent payment for those who tender early.

Holders will also receive accrued interest.

Following the payment for validly tendered notes, the companies intend to call any remaining notes.

Funding for the offers is expected to come from Visant's planned issue of $750 million of senior notes due 2017 in a private placement and borrowings under the company's new senior secured credit facilities.

The notes offering and tender offers are part of Visant's comprehensive refinancing plan, which is expected to meet completion by the end of the month and also includes the refinancing of the company's existing senior secured facilities.

Goldman, Sachs & Co. (800 828-3182 or call collect 212 902-5128) and Credit Suisse Securities (USA) LLC (800 820-1653 or call collect 212 538-2147) are the dealer managers and solicitation agents.

The information agent is Global Bondholder Services Corp. (212 430-3774 or 866 952-2200).

Visant is an Armonk, N.Y.-based marketing and publishing services enterprise.

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