The Firm represented Visant Corporation (“Visant”), a portfolio company of Kohlberg Kravis Roberts & Co. L.P. and DLJ Merchant Banking Partners III, L.P., in a comprehensive restructuring of its secured bank and high yield debt profiles. The concurrent refinancing transactions included (i) cash tender offers and consent solicitations for existing 10.25% Senior Discount Notes due 2013 and 8.75% Senior Notes due 2013 of Visant’s indirect parent, Visant Holding Corp. (“Holdco”), and Visant’s 7.625% Senior Subordinated Notes due 2012; (ii) the termination of existing credit facilities and the entry into a new $1,250.0 million term loan facility expiring in 2016, and a $175.0 million revolving credit facility expiring in 2015; and (iii) a private placement offering, including registration rights for investors, of $750 million of 10.00% Senior Notes due 2017 conducted in reliance on Rule 144A and Regulation S.
Visant used the net proceeds of the debt offering, together with borrowings under the new credit facilities and cash on hand, to (1) repay its existing credit facilities, (2) fund the tender offers, (3) pay a dividend to Holdco and in turn, Holdco’s existing stockholders and optionholders, and (4) pay related fees and expenses.
Visant is a leading marketing and publishing services enterprise servicing the school affinity, direct marketing, fragrance and cosmetics sampling and educational and trade publishing segments.
The Simpson Thacher team for these transactions included Risë Norman, Hui Lin, Michael Johnson and Eric Gyasi (Securities), James Cross, Erik Hepler, James Doyle and Wei Guo (Credit), Steve Todrys, Jon Cantor and Seojung Park (Tax), Scott Dyer, Julie Levy and Kuang-Wei Chueh (Labor), Adeeb Fadil (Environmental), Jeanne Annarumma and Samantha Shipp (Executive Compensation & Employee Benefits), Mardi Merjian and Heesun Kang (Real Estate) and Katherine Sholly (Intellectual Property). Paralegals Dara Kanowitz, Savannah Knell, Alexandra McNicholas and David Whelan provided valuable assistance.