UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 5, 2010
VISANT CORPORATION
(Exact name of registrant as specified in its charter)
| | | | |
| DELAWARE | | 333-120386 | | 90-0207604 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
357 Main Street Armonk, New York | | 10504 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (914) 595-8200
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
On October 5, 2010, Visant Holding Corp. (“Holdings”) and Visant Corporation (“Visant”) jointly issued a press release announcing that in connection with the previously announced tender offers to purchase for cash by Holdings any and all of its outstanding 10.25% Senior Discount Notes due 2013 (the “10.25% Notes”) and its outstanding 8.75% Senior Notes due 2013 (the “8.75% Notes”) and the previously announced tender offer to purchase for cash by Visant any and all of its outstanding 7.625% Senior Subordinated Notes due 2012 (the “7.625% Notes” and, collectively with the 10.25% Notes and the 8.75% Notes, the “Notes”), the tender period in respect of each of the tender offers expired at 12:00 midnight, New York City time, on October 4, 2010. No additional Notes have been tendered since the consent payment deadline on September 20, 2010.
As previously announced, Holdings purchased for cash, on September 22, 2010, $241,480,000 of the tendered 10.25% Notes and $349,775,000 of the tendered 8.75% Notes and Visant purchased for cash, on September 22, 2010, $434,660,000 of the tendered 7.625% Notes. Also as previously announced, Holdings will redeem for cash any and all of the outstanding 10.25% Notes and the outstanding 8.75% Notes and Visant will redeem for cash any and all of the outstanding 7.625% Notes, in each case, on October 21, 2010.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The press release should be read in conjunction with the note regarding forward-looking statements, which is included in the text of the press release.
| Item 9.01 | Financial Statements and Exhibits. |
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| (a) | | Not applicable |
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| (b) | | Not applicable |
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| (c) | | Not applicable |
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| (d) | | Exhibits |
| 99.1 | Press release issued by Visant Holding Corp. and Visant Corporation, dated October 5, 2010. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | | | | VISANT CORPORATION |
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| Date: October 5, 2010 | | | | | | |
| | | |
| | | | | | /S/ MARIE D. HLAVATY |
| | | | | | Marie D. Hlavaty |
| | | | | | Senior Vice President, Chief Legal Officer |
| | |
Exhibit No. | | Exhibit |
| |
| 99.1 | | Press release issued by Visant Holding Corp. and Visant Corporation, dated October 5, 2010. |
