Appleton, Wisconsin, USA, 10 September 2009 -- Appleton Papers Inc. announced today the current results of its private offers to exchange its outstanding 8.125% Senior Notes due 2011 and 9.75% Senior Subordinated Notes due 2014 for new 11.25% Second Lien Notes due 2015.
In conjunction with each exchange offer, Appleton has solicited consents to amend each of the indentures governing the old notes to eliminate certain provisions, including substantially all restrictive covenants, to eliminate certain events of default and to eliminate or modify related provisions.
With respect to each of the indentures governing the old notes, adoption of these proposed amendments requires consent from the holders of at least a majority of the outstanding aggregate principal amount of the old notes of such series. As of 5:00 p.m., Eastern Time, on 09 September 2009, Appleton had received tenders of old notes representing approximately 82% of the outstanding aggregate principal amount of the 8.125% Senior Notes due 2011 and approximately 77% of the outstanding aggregate principal amount of the 9.75% Senior Subordinated Notes due 2014. Pursuant to the terms of the exchange offers and consent solicitations, old notes that have been tendered may no longer be withdrawn and the related consents delivered may no longer be revoked (except under certain limited circumstances).
Upon receiving such tenders of old notes and deliveries of related consents, Appleton, the guarantors of the old notes and U.S. Bank National Association, as trustee, have executed supplemental indentures giving effect to the proposed amendments. Although the supplemental indentures giving effect to the proposed amendments have been executed, the proposed amendments will not become operative unless and until the conditions to the exchange offers have been satisfied or waived by Appleton and Appleton has accepted for exchange the tendered old notes. In the event that Appleton does not accept for exchange old notes tendered in an exchange offer for any reason, the indenture governing such old notes will remain in effect in its current form.
The expiration date for the exchange offers remains 12:00 midnight, Eastern Time, on 16 September 2009 (unless extended).
The new notes have not been and will not be registered under the Securities Act or any state securities laws, may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements, and will therefore be subject to substantial restrictions on transfer.
The exchange offers and consent solicitations are being made only to qualified institutional buyers and accredited investors inside the United States and to certain non-U.S. investors located outside the United States that have completed and returned a related letter of representations.