ACCO Brands Corporation Announces Preliminary Tender Offer Results And Receipt Of Consents For Its 10.625% Senior Secured Notes Due 2015
LINCOLNSHIRE, Ill., April 25, 2012 /PRNewswire via COMTEX/ --ACCO Brands Corporation (NYSE:ABD), a world leader in branded office products, announced today that, pursuant to its previously announced cash tender offer and consent solicitation, it has received tenders and related consents from holders of $411,725,000 aggregate principal amount of 10.625% senior secured notes due 2015 (CUSIP No. 00081TAD0) (the "Senior Notes") prior to the consent deadline of 5:00 p.m., New York City time, on April 24, 2012 (the "Consent Deadline").
The tender offer and consent solicitation are being conducted in connection with the pending acquisition by ACCO Brands of the Consumer & Office Products business of MeadWestvaco Corporation (the "Merger"). The complete terms and conditions of the tender offer and consent solicitation are detailed in ACCO Brands' Offer to Purchase and Consent Solicitation Statement dated April 16, 2012 and the related Consent and Letter of Transmittal (the "Tender Offer Documents").
The tenders of Senior Notes and related consents received by ACCO Brands and not validly withdrawn prior to the Consent Deadline represent 96.84% of the aggregate principal amount of Senior Notes outstanding. Accordingly, ACCO Brands and the trustee for the Senior Notes will enter into a supplemental indenture that will eliminate substantially all restrictive covenants and certain events of default and release all liens on the collateral securing the Senior Notes. The supplemental indenture will become operative upon the acceptance of the tendered Senior Notes for purchase by ACCO Brands and the payment by ACCO Brands of the consent fee.
ACCO Brands currently expects to accept for payment on Tuesday, May 1, 2012, subject to conditions set forth in the Tender Offer Documents, all of the Senior Notes validly tendered prior to the Consent Deadline. Each holder who validly tendered its Senior Notes prior to the Consent Deadline will receive, if such Senior Notes are accepted for purchase pursuant to the tender offer, the total consideration of $1,090.45 per $1,000 principal amount of Senior Notes tendered (which amount includes a consent payment of $10.00 per $1,000 principal amount of Senior Notes), plus any accrued and unpaid interest on the Senior Notes up to, but not including, the applicable payment date of the Senior Notes.
The tender offer remains open and is currently scheduled to expire at 11:59 p.m., New York City time, on May 11, 2012, unless extended or earlier terminated by ACCO Brands in its sole discretion (the "Expiration Time"). Because the withdrawal deadline has passed, tendered Senior Notes may no longer be withdrawn at any time, except to the extent required by applicable law. Holders who validly tender their Senior Notes after the Consent Deadline, but on or prior to the Expiration Time, will receive $1,080.45 per $1,000 principal amount of the Senior Notes, plus any accrued and unpaid interest on the Senior Notes up to, but not including, the final payment date for the Senior Notes.
All the conditions set forth in the Tender Offer Documents remain unchanged. ACCO Brands may terminate the tender offer and consent solicitation and return tendered Senior Notes not previously accepted. ACCO Brands has the right, but not the obligation, to waive any conditions, and also has the right, in its sole discretion, to terminate the tender offer and consent solicitation at any time and for any reason.
ACCO Brands has retained Barclays to serve as the Dealer Manager and Solicitation Agent for the tender offer. Questions regarding the tender offer may be directed to Barclays at (800) 438-3242 (toll-free) or (212) 528-7581 (collect). Requests for documents may be directed to D.F. King & Co., Inc., the Information Agent and Tender Agent for the tender offer, and banks and brokers can call collect at (212) 269-5550; all others can call toll-free at (800) 290-6427.
Neither ACCO Brands, nor any member of its Board of Directors, nor the Dealer Manager nor the Information Agent and Tender Agent is making any recommendation to holders of the Senior Notes as to whether to tender or refrain from tendering their Senior Notes into the tender offer. Holders must decide whether they will tender in the offer and, if so, how many Senior Notes they will tender.
This press release is not an offer to purchase or a solicitation of consents, which may be made only pursuant to the terms of the Offer to Purchase and Consent Solicitation Statement and related materials and in accordance with applicable securities laws.
About ACCO Brands Corporation
ACCO Brands Corporation is a world leader in branded office products. Its industry-leading brands include Day-Timer®, Swingline®, Kensington®, Quartet®, GBC®, Rexel, NOBO, Derwent, Marbig and Wilson Jones®, among others. Under the GBC brand, the company is also a leader in the professional print finishing market.
This press release contains certain statements which may constitute "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to certain risks and uncertainties are made as of the date hereof, and ACCO Brands assumes no obligation to update them. This release contains forward-looking statements with respect to the cash tender offer and the Merger, including but not limited to statements regarding expectations as to the timing of certain events to occur as part of the tender offer and the completion of the Merger, as well as other statements relating to the tender offer and the Merger that are not historical facts. Important factors could cause actual results to differ materially from those indicated by such forward-looking statements, including, but not limited to, risks associated with ACCO Brands' ability to satisfy the conditions of the tender offer and the length of time that may be necessary to consummate the tender offer, as well as risks associated generally with the transactions contemplated by the proposed Merger, which are discussed more fully in the proxy statement/prospectus included in the registration statement on Form S-4 that ACCO Brands filed with the United States Securities and Exchange Commission ("SEC") on March 22, 2012 (the "Registration Statement") in connection with the proposed Merger.
SOURCE ACCO Brands Corporation