ACCO Brands tenders, seeks consents for $425.1 million 10 5/8% notes

By Susanna Moon

Chicago, April 16 - ACCO Brands Corp. said it began a cash tender offer for its outstanding $425.1 million principal amount of 10 5/8% senior secured notes due 2015.

ACCO Brands also is soliciting consents to amend the notes to eliminate substantially all of the restrictive covenants and events of default and to release all liens on the collateral securing the notes.

The tender offer and consent solicitation are being conducted in connection with the pending acquisition by ACCO Brands of the consumer and office products business of MeadWestvaco Corp., according to a company press release.

The total purchase price will be $1,090.45 for each $1,000 principal amount of notes tendered by the consent payment deadline, 5 p.m. ET on April 24. The total payment includes a consent premium of $10.00 per $1,000 of notes.

Tendered notes may be withdrawn until the early tender deadline.

The tender offer will end at 11:59 p.m. ET on May 11.

Holders who tender their notes after the consent date will receive only the base payment of $1,080.45 per $1,000 of notes.

The company also will pay accrued interest up to but not including the payment date, which is expected to be April 30 for early tendered notes. The final settlement date will "promptly" follow the end of the offer.

Holders may not deliver consents without tendering their notes or tender their notes without delivering their consents.

The tender offer and consent solicitation are conditioned on the company receiving enough funds under a new credit facility to fund the offer, the execution and delivery of the supplemental indenture to effect the proposed amendments and the closing of the merger, the release noted.

ACCO Brands entered into a new $1.02 billion senior secured credit facility on March 26. Proceeds will be used to refinance a substantial portion of outstanding debt, including the notes.

Barclays (800 438-3242 or collect 212 528-7581) is the dealer manager and solicitation agent for the tender offer. D.F. King & Co., Inc. (800 290-6427 or banks and brokers can call collect at 212 269-5550) is the information agent and tender agent.

ACCO Brands is a Lincolnshire, Ill.-based office supply manufacturer.

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