Color Optics 424B3 Prospectus supplement

FILED PURSUANT TO RULE 424(b)(3)

FILE NUMBER 333-180481

VISANT CORPORATION AND SUBSIDIARY REGISTRANTS

SUPPLEMENT NO. 3 TO PROSPECTUS DATED APRIL 11, 2012

THE DATE OF THIS SUPPLEMENT IS NOVEMBER 14, 2012

ON NOVEMBER 13, 2012, VISANT CORPORATION FILED THE ATTACHED

FORM 10-Q FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 29, 2012

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 29, 2012

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from              to             

Commission File Number	Registrant, State of Incorporation, Address of Principal Executive Offices and Telephone Number	I.R.S. Employer Identification No.
333-120386	VISANT CORPORATION	90-0207604
	(Incorporated in Delaware)
	357 Main Street
	Armonk, New York 10504
	Telephone:(914) 595-8200

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days.  Yes  ¨  No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  x  No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  ¨	Accelerated filer  ¨	Non-accelerated filer  x	Smaller reporting company  ¨
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  ¨  No  x

As of November 5, 2012, there were 1,000 shares of common stock, par value $.01 per share, of Visant Corporation outstanding (all of which are indirectly, beneficially owned by Visant Holding Corp.).

The registrant has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve months.

FILING FORMAT

This Quarterly Report on Form 10-Q is being filed by Visant Corporation (“Visant”). Unless the context indicates otherwise, any reference in this report to the “Company”, “we”, “our” or “us” refers to Visant together with its consolidated subsidiaries.

TABLE OF CONTENTS

	PART I – FINANCIAL INFORMATION
		Page
ITEM 1.	Financial Statements (Unaudited)
	Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income for the three and nine months ended September 29, 2012 and October 1, 2011		1
	Condensed Consolidated Balance Sheets as of September 29, 2012 and December 31, 2011		2
	Condensed Consolidated Statements of Cash Flows for the nine months ended September 29, 2012 and October 1, 2011		3
	Notes to Condensed Consolidated Financial Statements		4
ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		28
ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk		40
ITEM 4.	Controls and Procedures		40
	PART II – OTHER INFORMATION
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds		40
ITEM 5.	Other Information		40
ITEM 6.	Exhibits		40
Signatures

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

VISANT CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE  (LOSS) INCOME (UNAUDITED)

	Three months ended						Nine months ended
	September 29,			October 1,			September 29,			October 1,
In thousands	2012			2011			2012			2011
Net sales	$	206,899		$	227,635		$	930,357		$	971,521
Cost of products sold		109,394			122,253			434,118			447,871
Gross profit		97,505			105,382			496,239			523,650
Selling and administrative expenses		87,467			89,458			320,574			335,343
Gain on disposal of fixed assets		(149	)		(34	)		(2,315	)		(459	)
Special charges		1,938			835			10,630			12,349
Operating income		8,249			15,123			167,350			176,417
Interest expense, net		39,453			39,549			118,372			121,774
(Loss) income before income taxes		(31,204	)		(24,426	)		48,978			54,643
(Benefit from) provision for income taxes		(11,753	)		(12,157	)		21,953			24,835
Net (loss) income	$	(19,451	)	$	(12,269	)	$	27,025		$	29,808
Comprehensive (loss) income	$	(18,654	)	$	(13,586	)	$	26,840		$	28,653

The accompanying notes are an integral part of the condensed consolidated financial statements.

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VISANT CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

	September 29,			December 31,
In thousands, except share amounts	2012			2011
ASSETS
Cash and cash equivalents	$	59,160		$	36,014
Accounts receivable, net		119,153			112,838
Inventories		94,937			109,290
Salespersons overdrafts, net of allowance of $11,062 and $12,915, respectively		28,142			30,074
Prepaid expenses and other current assets		12,278			19,313
Income tax receivable		2,544			2,022
Deferred income taxes		17,855			21,896
Total current assets		334,069			331,447
Property, plant and equipment		525,773			501,286
Less accumulated depreciation		(318,691	)		(291,236	)
Property, plant and equipment, net		207,082			210,050
Goodwill		983,212			983,114
Intangibles, net		414,649			448,394
Deferred financing costs, net		45,804			52,486
Deferred income taxes		2,647			2,564
Other assets		12,913			11,533
Prepaid pension costs		4,906			4,906
Total assets	$	2,005,282		$	2,044,494
LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDER’S DEFICIT
Short-term borrowings	$	61,040		$	—
Accounts payable		45,114			55,350
Accrued employee compensation and related taxes		32,187			30,547
Commissions payable		8,989			21,365
Customer deposits		52,573			176,996
Income taxes payable		60,699			29,812
Current portion of long-term debt and capital leases		4,436			4,026
Interest payable		53,627			34,294
Other accrued liabilities		18,570			36,384
Total current liabilities		337,235			388,774
Long-term debt and capital leases - less current maturities		1,914,781			1,913,579
Deferred income taxes		149,164			158,095
Pension liabilities, net		94,298			97,174
Other noncurrent liabilities		40,549			44,851
Total liabilities		2,536,027			2,602,473
Mezzanine equity		972			578
Preferred stock $.01 par value; authorized 300,000 shares; none issued and outstanding at September 29, 2012 and December 31, 2011		—			—
Common stock $.01 par value; authorized 1,000 shares; 1,000 shares issued and outstanding at September 29, 2012 and December 31, 2011		—			—
Additional paid-in-capital		103			103
Accumulated deficit		(468,474	)		(495,499	)
Accumulated other comprehensive loss		(63,346	)		(63,161	)
Total stockholder’s deficit		(531,717	)		(558,557	)
Total liabilities, mezzanine equity and stockholder’s deficit	$	2,005,282		$	2,044,494

The accompanying notes are an integral part of the condensed consolidated financial statements.

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VISANT CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

	Nine months ended
	September 29,			October 1,
In thousands	2012			2011
Net income	$	27,025		$	29,808
Adjustments to reconcile net income to cash provided by (used in) operating activities:
Depreciation		35,716			36,468
Amortization of intangible assets		40,822			41,654
Amortization of debt discount, premium and deferred financing costs		9,209			8,868
Other amortization		302			329
Deferred income taxes		(4,976	)		13,892
Gain on disposal of fixed assets		(2,315	)		(459	)
Stock-based compensation		393			361
Loss on asset impairments		1,723			4,601
Other		575			3,796
Changes in assets and liabilities:
Accounts receivable		(6,327	)		(19,680	)
Inventories		14,488			7,484
Salespersons overdrafts		1,980			2,511
Prepaid expenses and other current assets		2,974			7,016
Accounts payable and accrued expenses		(4,825	)		2,508
Customer deposits		(124,666	)		(130,324	)
Commissions payable		(12,407	)		(12,877	)
Income taxes payable/receivable		30,364			5,450
Interest payable		19,333			5,522
Other operating activities, net		(23,591	)		(10,335	)
Net cash provided by (used in) operating activities		5,797			(3,407	)
Purchases of property, plant and equipment		(43,014	)		(42,285	)
Proceeds from sale of property and equipment		3,932			4,552
Acquisition of business, net of cash acquired		—			(4,681	)
Additions to intangibles		(3,080	)		(188	)
Other investing activities, net		1			—
Net cash used in investing activities		(42,161	)		(42,602	)
Short-term borrowings		96,048			60,500
Short-term repayments		(35,000	)		(8,500	)
Repayment of long-term debt and capital lease obligations		(3,376	)		(12,199	)
Proceeds from issuance of long-term debt and capital leases		2,094			349
Debt financing costs and related expenses		—			(16,579	)
Net cash provided by financing activities		59,766			23,571
Effect of exchange rate changes on cash and cash equivalents		(256	)		(420	)
Increase (decrease) in cash and cash equivalents		23,146			(22,858	)
Cash and cash equivalents, beginning of period		36,014			60,197
Cash and cash equivalents, end of period	$	59,160		$	37,339

The accompanying notes are an integral part of the condensed consolidated financial statements.

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VISANT CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. Overview and Basis of Presentation

Overview

The Company is a marketing and publishing services enterprise servicing the school affinity, direct marketing, fragrance, cosmetic and personal care sampling and packaging, and educational and trade publishing segments. The Company sells products and services to end customers through several different sales channels including independent sales representatives and dedicated sales forces. Sales and results of operations are impacted by a number of factors, including general economic conditions, seasonality, cost of raw materials, school population trends, the availability of school funding, product and service offerings and quality and price.

On October 4, 2004, an affiliate of Kohlberg Kravis Roberts & Co. L.P. (“KKR”) and affiliates of DLJ Merchant Banking Partners III, L.P. (“DLJMBP III”) completed a series of transactions which created a marketing and publishing services enterprise (the “Transactions”) through the combination of Jostens, Inc. (“Jostens”), Von Hoffmann Corporation (“Von Hoffmann”) and AKI, Inc. and its subsidiaries (“Arcade”).

Prior to the Transactions, Von Hoffmann and Arcade were each controlled by affiliates of DLJ Merchant Banking Partners II, L.P. (“DLJMBP II”), and DLJMBP III owned approximately 82.5% of Visant Holding Corp.’s (“Holdco”) outstanding equity, with the remainder held by other co-investors and certain members of management. Upon consummation of the Transactions, an affiliate of KKR invested $256.1 million and was issued equity interests representing approximately 49.6% of Holdco’s voting interest and 45.0% of Holdco’s economic interest, while affiliates of DLJMBP III held equity interests representing approximately 41.0% of Holdco’s voting interest and 45.0% of Holdco’s economic interest, with the remainder held by other co-investors and certain members of management. As of September 29, 2012, affiliates of KKR and DLJMBP III (collectively, the “Sponsors”) held approximately 49.2% and 41.1%, respectively, of Holdco’s voting interest, while each continued to hold approximately 44.7% of Holdco’s economic interest. As of September 29, 2012, the other co-investors held approximately 8.4% of the voting interest and 9.1% of the economic interest of Holdco, and members of management held approximately 1.3% of the voting interest and approximately 1.5% of the economic interest of Holdco (exclusive of exercisable options). Visant is an indirect wholly owned subsidiary of Holdco.

Basis of Presentation

The unaudited condensed consolidated financial statements included herein are for Visant and its wholly-owned subsidiaries.

All intercompany balances and transactions have been eliminated in consolidation.

The accompanying unaudited condensed consolidated financial statements of Visant and its subsidiaries are presented pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) in accordance with disclosure requirements for the quarterly report on Form 10-Q. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. These financial statements should be read in conjunction with the consolidated financial statements and footnotes included in Visant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

2. Significant Accounting Policies

Revenue Recognition

The Company recognizes revenue when the earnings process is complete, evidenced by an agreement with the respective customer, delivery and acceptance has occurred, collectability is probable and pricing is fixed or determinable.

4

Revenue is recognized (1) when products are shipped (if shipped free on board “FOB” shipping point), (2) when products are delivered (if shipped FOB destination) or (3) as services are performed as determined by contractual agreement, but in all cases only when risk of loss has transferred to the customer and the Company has no further performance obligations.

Shipping and Handling

Net sales include amounts billed to customers for shipping and handling costs. Costs incurred for shipping and handling are recorded in cost of products sold.

Cost of Products Sold

Cost of products sold primarily includes the cost of paper and other materials, direct and indirect labor and related benefit costs, depreciation of production assets and shipping and handling costs.

Warranty Costs

Provisions for warranty costs related to Jostens’ scholastic products, particularly class rings due to their lifetime warranty, are recorded based on historical information and current trends in manufacturing costs. The provision related to the lifetime warranty is based on the number of rings manufactured in the prior school year consistent with industry standards. The provision for the total net warranty costs on rings was $0.7 million and $0.8 million for each of the three-month periods ended September 29, 2012 and October 1, 2011, respectively. The provision for the total net warranty costs on rings was $3.3 million and $3.5 million for each of the nine-month periods ended September 29, 2012 and October 1, 2011, respectively. Warranty repair costs for rings manufactured in the current school year are expensed as incurred. Accrued warranty costs included in the Condensed Consolidated Balance Sheets were approximately $0.6 million as of each of September 29, 2012 and December 31, 2011.

Selling and Administrative Expenses

Selling and administrative expenses are expensed as incurred. These costs primarily include salaries and related benefits of sales and administrative personnel, sales commissions, amortization of intangibles and professional fees such as audit and consulting fees.

Advertising

The Company expenses advertising costs as incurred. Selling and administrative expenses included advertising expense of $2.9 million and $2.6 million for each of the quarters ended September 29, 2012 and October 1, 2011, respectively. Advertising expense totaled $7.1 million for the nine months ended September 29, 2012 and $6.2 million for the nine months ended October 1, 2011.

Derivative Financial Instruments

The Company recognizes all derivatives on the balance sheet at fair value. Changes in the fair value of derivatives are either recorded in earnings or other comprehensive income (loss), based on whether the instrument qualifies for and is designated as part of a hedging relationship. Gains or losses on derivative instruments reported in other comprehensive income (loss) are reclassified into earnings in the period in which earnings are affected by the underlying hedged item. The ineffective portion, if any, of a derivative’s change in fair value is recognized in earnings in the current period. Refer to Note 11,Derivative Financial Instruments and Hedging Activities, for further details.

Stock-Based Compensation

The Company recognizes compensation expense related to all equity awards granted, including awards modified, repurchased or cancelled based on the fair values of the awards at the grant date. Visant recognized total stock-based compensation expense of $0.2 million and $0.6 million for each of the three months ended September 29, 2012 and October 1, 2011, respectively. Visant recognized total stock-based compensation expense of approximately $0.4 million and $6.5 million for each of the nine months ended September 29, 2012 and October 1, 2011, respectively. Stock-based compensation is included in selling and administrative expenses. Refer to Note 15,Stock-Based Compensation, for further details.

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Mezzanine Equity

Certain management stockholder agreements contain a purchase feature pursuant to which, in the event the holder’s employment terminates as a result of the death or permanent disability (as defined in the agreement) of the holder, the holder (or his/her estate, in the case of death) has the option to require that the common shares or vested options be purchased from the holder (estate) and settled in cash. These equity instruments are considered temporary equity and have been classified as mezzanine equity on the balance sheets as of both September 29, 2012 and December 31, 2011.

Recently Adopted Accounting Pronouncements

In December 2010, the Financial Accounting Standards Board (“FASB”) amended its authoritative guidance related to Step 1 of the goodwill impairment test for reporting units with zero or negative carrying amounts. For those reporting units, an entity is required to perform Step 2 of the goodwill impairment test if it is more-likely-than-not that a goodwill impairment exists. In determining whether it is more-likely-than-not that a goodwill impairment exists, consideration should be made as to whether there are any adverse qualitative factors indicating that an impairment may exist. This guidance became effective for the first reporting period beginning after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In December 2010, the FASB amended its authoritative guidance related to business combinations entered into by an entity that is material on an individual or aggregate basis. These amendments clarify existing guidance that, if an entity presents comparative financial statements that include a material business combination, the entity should disclose revenue and earnings of the combined entity as though the business combination that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period. The amendments also require expanded supplemental pro forma disclosures to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. This guidance became effective, on a prospective basis, for business combinations for which the acquisition date is on or after the first annual reporting period after December 15, 2010. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In May 2011, the FASB issued Accounting Standards Update 2011-04 (“ASU 2011-04”) which generally provides a uniform framework for fair value measurements and related disclosures between GAAP and the International Financial Reporting Standards (“IFRS”). Additional disclosure requirements in ASU 2011-04 include: (1) for Level 3 fair value measurements, quantitative information about unobservable inputs used, a description of the valuation processes used by the entity and a qualitative discussion about the sensitivity of the measurements to changes in the unobservable inputs, (2) for an entity’s use of a nonfinancial asset that is different from the asset’s highest and best use, the reason for the difference, (3) for financial instruments not measured at fair value but for which disclosure of fair value is required, the fair value hierarchy level in which the fair value measurements were determined and (4) the disclosure of all transfers between Level 1 and Level 2 of the fair value hierarchy. ASU 2011-04 became effective for interim and annual periods beginning on or after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In June 2011, the FASB issued Accounting Standards Update 2011-05 (“ASU 2011-05”) which revises the manner in which entities present comprehensive income in their financial statements. This new guidance amends existing guidance by allowing only two options for presenting the components of net income and other comprehensive income: (1) in a single continuous financial statement, referred to as the statement of comprehensive income, or (2) in two separate but consecutive financial statements, consisting of an income statement followed by a separate statement of other comprehensive income. Also, items that are reclassified from other comprehensive income to net income must be presented on the face of the financial statements. ASU 2011-05 became effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In September 2011, the FASB issued Accounting Standards Update 2011-08 (“ASU 2011-08”) which gives entities testing goodwill for impairment the option of performing a qualitative assessment before calculating the fair value of a reporting unit in Step 1 of the goodwill impairment test. If an entity determines, on the basis of qualitative factors, that the fair value of a reporting unit is, more likely than not, less than the carrying amount for such reporting unit, then the two-step goodwill impairment test would be required. Otherwise, further goodwill impairment testing would not be required. Companies are not required to perform the qualitative assessment for any reporting unit in any period and may proceed directly to Step 1 of the goodwill impairment test. A company that validates its conclusion by measuring fair value can resume performing the qualitative assessment in any subsequent period. ASU 2011-08 became effective for annual and interim goodwill impairment tests performed with respect to fiscal years beginning after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

6

In September 2011, the FASB issued Accounting Standards Update 2011-09 (“ASU 2011-09”) which amends ASC 715-80 by increasing the quantitative and qualitative disclosures an employer is required to provide about its participation in significant multiemployer plans that offer pension or other postretirement benefits. The objective of ASU 2011-09 is to enhance the transparency of disclosures about (1) the significant multiemployer plans in which an employer participates, (2) the level of the employer’s participation in those plans, (3) the financial health of the plans and (4) the nature of the employer’s commitments to the plans. ASU 2011-09 is effective for fiscal years ending after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In December 2011, the FASB issued Accounting Standards Update 2011-12 (“ASU 2011-12”) which defers certain provisions of ASU 2011-05. One provision of ASU 2011-05 required entities to present reclassification adjustments out of accumulated other comprehensive income by component in both the statement in which net income is presented and the statement in which other comprehensive income is presented (for both interim and annual financial statements). This requirement is indefinitely deferred under ASU 2011-12 and will be further deliberated by the FASB at a future date. During the deferral period, all entities are required to comply with existing requirements for reclassification adjustments in Accounting Standards Codification 220, Comprehensive Income, which indicates that “an entity may display reclassification adjustments on the face of the financial statement in which comprehensive income is reported, or it may disclose reclassification adjustments in the notes to the financial statements.” The effective date of ASU 2011-12 for public entities is for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

On July 27, 2012, the FASB issued Accounting Standards Update 2012-02 (“ASU 2012-02”) which amends the guidance on testing indefinite-lived intangible assets, other than goodwill, for impairment. Under ASU 2012-02, an entity testing an indefinite-lived intangible asset, other than goodwill, for impairment has the option of performing a qualitative assessment before calculating the fair value of the asset. Although ASU 2012-02 revises the examples of events and circumstances that an entity should consider in interim periods, it does not revise the requirements to test (1) indefinite-lived intangible assets annually for impairment and (2) between annual tests if there is a change in events or circumstances. ASU 2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. The Company is currently evaluating the impact and disclosure under this guidance but does not expect this standard to have a material impact, if any, on its financial statements.

3. Restructuring Activity and Other Special Charges

During the three months ended September 29, 2012, the Company recorded $0.6 million of restructuring costs and $1.4 million of other special charges. Restructuring costs consisted of $0.4 million of severance and related benefits associated with the consolidation of Jostens’ Topeka, Kansas facility, which is expected to be substantially completed by early 2013, and $0.2 million of severance and related benefits in the Marketing and Publishing Services segment associated with reductions in force. Other special charges consisted of $1.4 million of non-cash asset impairment charges in the Memory Book segment associated with the consolidation of Jostens’ Topeka, Kansas facility. There was one associated employee headcount reduction related to the above actions in the Marketing and Publishing Services segment.

During the nine-month period ended September 29, 2012, the Company recorded $8.9 million of restructuring costs and $1.8 million of other special charges. Restructuring costs consisted of $5.9 million, $2.2 million and $0.9 million of severance and related benefits associated with the consolidation of Jostens’ Topeka, Kansas facility in the Memory Book segment, which is expected to be substantially completed by early 2013, and reductions in force in the Marketing and Publishing Services and Scholastic segments, respectively. Other special charges consisted of $1.4 million and $0.4 million of non-cash asset impairment charges associated with the consolidation of certain facilities in the Memory Book and Marketing and Publishing Services segments, respectively. The associated employee headcount reductions related to the above actions were 374, 58 and 21 in the Memory Book, Marketing and Publishing Services and Scholastic segments, respectively.

During the three months ended October 1, 2011, the Company recorded $0.5 million of restructuring costs and $0.3 million of other special charges. Restructuring costs consisted of $0.1 million of severance and related benefits associated with reductions in force in each of the Memory Book and Scholastic segments. Also included in restructuring costs was $0.3 million of severance and related benefits associated with the elimination of certain corporate management positions. Other special charges consisted of $0.3 million of non-cash asset impairment charges associated with the closure of the Milwaukee, Wisconsin facility in the Marketing and Publishing Services segment.

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During the nine-month period ended October 1, 2011, the Company recorded $7.7 million of restructuring costs and $4.6 million of other special charges. Restructuring costs consisted of $4.5 million, $2.2 million and $0.7 million of severance and related benefits associated with reductions in force in the Memory Book, Scholastic and Marketing and Publishing Services segments, respectively, and $0.3 million of severance and related benefits associated with the elimination of certain corporate management positions. Other special charges consisted of $2.2 million of non-cash asset related impairment charges associated with the consolidation of certain facilities in the Memory Book segment and $2.4 million of non-cash asset related impairment charges associated with the closure of the Milwaukee, Wisconsin facility in the Marketing and Publishing Services segment. The associated employee headcount reductions related to the above actions were 234, 137 and 29 in the Memory Book, Scholastic and Marketing and Publishing Services segments, respectively.

Restructuring accruals of $5.4 million and $2.9 million as of September 29, 2012 and December 31, 2011, respectively, are included in other accrued liabilities in the Condensed Consolidated Balance Sheets. The accruals included amounts provided for severance and related benefits related to headcount reductions in each segment.

On a cumulative basis through September 29, 2012, the Company incurred $29.2 million of employee severance and related benefit costs associated with the 2012, 2011, 2010 and 2009 initiatives, which affected an aggregate of 1,595 employees. The Company paid $23.8 million in cash related to these initiatives as of September 29, 2012.

Changes in the restructuring accruals during the first nine months of 2012 were as follows:

In thousands	2012 Initiatives			2011 Initiatives			2010 Initiatives			2009 Initiatives			Total
Balance at December 31, 2011	$	—		$	2,384		$	241		$	267		$	2,892
Restructuring charges		8,983			(63	)		(12	)		—			8,908
Severance and related benefits paid		(3,786	)		(2,095	)		(210	)		(263	)	$	(6,354	)
Balance at September 29, 2012	$	5,197		$	226		$	19		$	4		$	5,446

The majority of the remaining severance and related benefits associated with all initiatives are expected to be paid by the end of 2013.

4. Acquisitions

On April 4, 2011, the Company consummated the acquisition of Color Optics, Inc. (“Color Optics”) through a stock purchase for a total purchase price of $4.8 million paid in cash at closing and a subsequent working capital adjustment. Color Optics is a specialized packaging provider, serving the cosmetic and consumer products industries with highly-decorated packaging solutions complementary to the Company’s sampling business. The results of the acquired Color Optics operations are reported as part of the Marketing and Publishing Services segment from the date of acquisition. There were no goodwill or intangible assets recognized in connection with this acquisition.

The aggregate cost of the acquisition was allocated to the tangible assets acquired and liabilities assumed based upon their relative fair values as of the date of the acquisition.

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The final allocation of the purchase price for the Color Optics acquisition was as follows:

In thousands
Current assets	$	3,451
Property, plant and equipment		614
Intangible assets		—
Goodwill		—
Long-term assets		2,412
Current liabilities		(1,647	)
Long-term liabilities		(54	)
	$	4,776

The Color Optics acquisition was not considered material to the Company’s results of operations, financial position or cash flows.

5. Comprehensive (Loss) Income

The following amounts were included in determining comprehensive (loss) income for the Company as of the dates indicated:

	Three months ended						Nine months ended
	September 29,			October 1,			September 29,			October 1,
In thousands	2012			2011			2012			2011
Net (loss) income	$	(19,451	)	$	(12,269	)	$	27,025		$	29,808
Change in cumulative translation adjustment		406			(1,128	)		(124	)		(589	)
Pension and other postretirement benefit plans, net of tax		756			(189	)		2,267			(566	)
Deferred loss on derivatives, net of tax		(365	)		—			(2,328	)		—
Comprehensive (loss) income	$	(18,654	)	$	(13,586	)	$	26,840		$	28,653

6. Accounts Receivable

Net accounts receivable were comprised of the following:

	September 29,			December 31,
In thousands	2012			2011
Trade receivables	$	130,209		$	125,198
Allowance for doubtful accounts		(4,866	)		(5,326	)
Allowance for sales returns		(6,190	)		(7,034	)
Accounts receivable, net	$	119,153		$	112,838

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7. Inventories

Inventories were comprised of the following:

	September 29,		December 31,
In thousands	2012		2011
Raw materials and supplies	$	42,639	$	48,144
Work-in-process		24,233		31,685
Finished goods		28,065		29,461
Inventories	$	94,937	$	109,290

Precious Metals Consignment Arrangement

Jostens is a party to a precious metals consignment agreement with a major financial institution whereby it currently has the ability to obtain up to the lesser of a certain specified quantity of precious metals and $57.0 million in dollar value in consigned inventory. As required by the terms of the agreement, Jostens does not take title to consigned inventory until payment. Accordingly, Jostens does not include the value of consigned inventory or the corresponding liability in its consolidated financial statements. The value of consigned inventory at September 29, 2012 and December 31, 2011 was $31.0 million and $32.1 million, respectively. The agreement does not have a stated term, and it can be terminated by either party upon 60 days written notice. Additionally, Jostens incurred expenses for consignment fees related to this facility of $0.3 million for each of the three-month periods ended September 29, 2012 and October 1, 2011, respectively. The consignment fees expensed for each of the nine months ended September 29, 2012 and October 1, 2011 were $0.8 million, respectively. The obligations under the consignment agreement are guaranteed by Visant.

8. Fair Value Measurements

The Company measures fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk, including the Company’s own credit risk.

The disclosure requirements around fair value establish a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which are determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

• Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets.

• Level 2 – inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

• Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models and similar techniques.

The Company does not have financial assets or financial liabilities that are currently measured and reported on the balance sheet on a fair value basis except as noted in Note 11,Derivative Financial Instruments and Hedging Activities.

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In addition to financial assets and liabilities that are recorded at fair value on a recurring basis, the Company is required to record non-financial assets and liabilities at fair value on a nonrecurring basis. During the nine months ended September 29, 2012, certain assets were recorded at fair value on a nonrecurring basis as a result of impairment charges. Long-lived assets were measured at fair value on a nonrecurring basis using Level 2 inputs as defined in the fair value hierarchy. For the nine-month period ended September 29, 2012, long-lived assets with a carrying value of $3.2 million exceeded expected cash flows and were written down to their fair value of $1.8 million, resulting in an impairment charge of $1.4 million. The fair value for the long-lived assets held and used was based on observable market data for similar assets. The following table provides information by level for non-financial assets and liabilities that were measured at fair value during 2012 on a nonrecurring basis.

			Fair Value Measurements Using
	Fair Value		Quoted Prices in Active		Significant Other		Significant Unobservable
In thousands	September 29, 2012		Market for Identical Assets Level 1		Observable Input Level 2		Inputs Level 3		Total Loss
Long-lived assets held and used	$	1,780		—		1,780		—	$	1,377

In addition to the methods and assumptions the Company uses to record the fair value of financial and non-financial instruments as discussed above, the Company used the following methods and assumptions to estimate the fair value of its financial instruments which are not recorded at fair value on the balance sheet as of September 29, 2012. As of September 29, 2012, the fair value of Visant’s 10.00% senior notes due 2017 (the “Senior Notes”) was estimated based on quoted market prices for identical instruments in inactive markets. The fair value of the outstanding Senior Notes, with a principal amount of $750.0 million, approximated $753.8 million at such date. As of September 29, 2012, the fair value of the term loan B facility maturing in 2016 (the “Term Loan Credit Facility”) was estimated based on quoted market prices for similar instruments in inactive markets. The fair value of the Term Loan Credit Facility, with an outstanding principal amount of $1,174.4 million, approximated $1,137.3 million at such date.

As of December 31, 2011, the fair value of the Senior Notes was estimated based on quoted market prices for identical instruments in inactive markets. The fair value of the Senior Notes, with an outstanding principal amount of $750.0 million, approximated $688.1 million at such date. As of December 31, 2011, the fair value of the Term Loan Credit Facility was estimated based on quoted market prices for similar instruments in inactive markets. The fair value of the Term Loan Credit Facility, with an outstanding principal amount of $1,174.4 million, approximated $1,103.9 million at such date.

Each of the Senior Notes and the Term Loan Credit Facility are classified within Level 2 of the valuation hierarchy as of each of September 29, 2012 and December 31, 2011.

9. Goodwill and Other Intangible Assets

The change in the carrying amount of goodwill is as follows:

In thousands	Scholastic		Memory Book		Marketing and Publishing Services		Total
Balance at December 31, 2011	$	309,878	$	391,178	$	282,058	$	983,114
Goodwill additions during the period		—		—		—		—
Reduction in goodwill		—		—		—		—
Currency translation		98		—		—		98
Balance at September 29, 2012	$	309,976	$	391,178	$	282,058	$	983,212

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Information regarding other intangible assets is as follows:

		September 29, 2012							December 31, 2011
In thousands	Estimated useful life	Gross carrying amount		Accumulated amortization			Net		Gross carrying amount		Accumulated amortization			Net
School relationships	10 years	$	330,000	$	(302,816	)	$	27,184	$	330,000	$	(278,161	)	$	51,839
Internally developed software	2 to 5 years		9,800		(9,800	)		—		9,800		(9,800	)		—
Patented/unpatented technology	3 years		14,599		(11,915	)		2,684		12,692		(11,670	)		1,022
Customer relationships	4 to 40 years		159,629		(58,023	)		101,606		158,339		(48,811	)		109,528
Trademarks (definite lived)	20 years		497		(58	)		439		471		(32	)		439
Restrictive covenants	3 to 10 years		59,333		(38,077	)		21,256		55,459		(31,373	)		24,086
			573,858		(420,689	)		153,169		566,761		(379,847	)		186,914
Trademarks	Indefinite		261,480		—			261,480		261,480		—			261,480
		$	835,338	$	(420,689	)	$	414,649	$	828,241	$	(379,847	)	$	448,394

Amortization expense related to other intangible assets was $13.6 million and $13.9 million for the three months ended September 29, 2012 and October 1, 2011, respectively. For the nine months ended September 29, 2012 and October, 2011, amortization expense related to other intangible assets was $40.8 million and $41.7 million, respectively.

Based on intangible assets in service as of September 29, 2012, estimated amortization expense for the remainder of fiscal 2012 and each of the five succeeding fiscal years is $13.6 million for 2012, $36.7 million for 2013, $15.7 million for 2014, $14.6 million for 2015, $12.5 million for 2016 and $9.0 million for 2017.

10. Debt

Debt obligations as of September 29, 2012 and December 31, 2011 consisted of the following:

	September 29,		December 31,
In thousands	2012		2011
Senior secured term loan facilities, net of original issue discount of $16.7 million:
Term Loan B, variable rate, 5.25% at September 29, 2012 with quarterly interest payments, principal due and payable at maturity - December 2016	$	1,157,728	$	1,155,212
Senior notes, 10.00% fixed rate, with semi-annual interest payments of $37.5 million in April and October, principal due and payable at maturity - October 2017		750,000		750,000
		1,907,728		1,905,212
Borrowings under senior secured revolving credit facilities		61,040		—
Equipment financing arrangements		6,625		6,055
Capital lease obligations		4,864		6,338
Total debt	$	1,980,257	$	1,917,605

Senior Secured Credit Facilities

In connection with the refinancing consummated by Visant on September 22, 2010 (the “Refinancing”), Visant entered into senior secured credit facilities, among Visant, as borrower, Jostens Canada Ltd. (“Jostens Canada”), as Canadian borrower, Visant Secondary Holdings Corp. (“Visant Secondary”), as guarantor, the lenders from time to time parties thereto, Credit Suisse AG, Cayman Islands Branch, as administrative agent, and Credit Suisse AG, Toronto Branch, as Canadian administrative agent, for the Term Loan Credit Facility and a revolving credit facility expiring in 2015 consisting of a $165.0 million U.S. revolving credit facility available to Visant and its subsidiaries and a $10.0 million Canadian revolving credit facility available to Jostens Canada (the “Revolving Credit Facility” and together with the Term Loan Credit Facility, the “Credit Facilities”). The borrowing capacity under the Revolving Credit Facility can also be used for the issuance of up to $35.0 million of letters of credit (inclusive of a Canadian letter of credit facility). On March 1, 2011, Visant announced the completion of the repricing of the Term Loan Credit Facility (the “Repricing”). The amended Term Loan Credit Facility provides for an interest rate for each

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term loan based upon LIBOR or an alternative base rate (“ABR”) plus a spread of 4.00% or 3.00%, respectively, with a 1.25% LIBOR floor. In connection with the amendment, Visant was required to pay a prepayment premium of 1.00% of the outstanding principal amount of the Term Loan Credit Facility along with certain other fees and expenses. The Credit Facilities allow Visant, subject to certain conditions, to incur additional term loans under the Term Loan Credit Facility in either case in an aggregate principal amount of up to $300.0 million, which additional term loans will have the same security and guarantees as the Term Loan Credit Facility. Amounts borrowed under the Term Loan Credit Facility that are repaid or prepaid may not be reborrowed. On December 22, 2011, Visant made an optional prepayment of $60.0 million on its Term Loan Credit Facility.

Visant’s obligations under the Credit Facilities are unconditionally and irrevocably guaranteed jointly and severally by Visant Secondary and all of Visant’s material current and future wholly-owned domestic subsidiaries (the “U.S. Subsidiary Guarantors”). The obligations of Jostens Canada under the Credit Facilities are unconditionally and irrevocably guaranteed jointly and severally by Visant Secondary, Visant, the U.S. Subsidiary Guarantors and by any future Canadian subsidiaries of Visant. Visant’s obligations under the Credit Facilities and the guarantees are secured by substantially all of Visant’s assets and substantially all of the assets of Visant Secondary and the U.S. Subsidiary Guarantors. The obligations of Jostens Canada under the Credit Facilities and the guarantees are also secured by substantially all of the tangible and intangible assets of Jostens Canada and any future Canadian subsidiaries of Visant.

The Credit Facilities require that Visant not exceed a maximum total leverage ratio, that it meet a minimum interest coverage ratio and that it abide by a maximum capital expenditure limitation. In addition, the Credit Facilities contain certain restrictive covenants which, among other things, limit Visant’s and its subsidiaries’ ability to incur additional indebtedness and liens, pay dividends, prepay subordinated and senior unsecured debt, make investments, merge or consolidate, change the business, amend the terms of its subordinated and senior unsecured debt, engage in certain dispositions of assets, enter into sale and leaseback transactions, engage in certain transactions with affiliates and engage in certain other activities customarily restricted in such agreements. It also contains certain customary events of default, subject to applicable grace periods, as appropriate.

As of September 29, 2012, the annual interest rate under the Revolving Credit Facility was LIBOR plus 5.25% or an ABR plus 4.25% (or, in the case of Canadian dollar denominated loans, the bankers’ acceptance discount rate plus 5.25% or the Canadian prime rate plus 4.25% (subject to a floor of the one-month Canadian Dealer Offered Rate plus 1.00%)), in each case, with step-downs based on the total leverage ratio. To the extent that the interest rates on the borrowings under the Revolving Credit Facility are determined by reference to LIBOR, the LIBOR component of such interest rates is subject to a LIBOR floor of 1.75%.

As of September 29, 2012, there was $61.0 million of short-term borrowings outstanding under the Revolving Credit Facility and $11.9 million outstanding in the form of letters of credit, leaving $102.1 million available for borrowing under the Revolving Credit Facility. Visant is obligated to pay commitment fees of 0.75% on the unused portion of the Revolving Credit Facility, with a step-down to 0.50% if the total leverage ratio is below 5.00 to 1.00.

Senior Notes

In connection with the issuance of the Senior Notes as part of the Refinancing, Visant and the U.S. Subsidiary Guarantors entered into an Indenture among Visant, the U.S. Subsidiary Guarantors and U.S. Bank National Association, as trustee (the “Indenture”). The Senior Notes are guaranteed on a senior unsecured basis by the U.S. Subsidiary Guarantors. Interest on the notes accrues at the rate of 10.00% per annum and is payable semi-annually in arrears on April 1 and October 1, to holders of record on the immediately preceding March 15 and September 15.

The Senior Notes are senior unsecured obligations of Visant and the U.S. Subsidiary Guarantors and rank (i) equally in right of payment with any existing and future senior unsecured indebtedness of Visant and the U.S. Subsidiary Guarantors; (ii) senior to all of Visant’s and the U.S. Subsidiary Guarantors’ existing, and any of Visant’s and the U.S. Subsidiary Guarantors’ future, subordinated indebtedness; (iii) effectively junior to all of Visant’s existing and future secured obligations and the existing and future secured obligations of the U.S. Subsidiary Guarantors, including indebtedness under the Credit Facilities, to the extent of the value of the assets securing such obligations; and (iv) structurally subordinated to all liabilities of Visant’s existing and future subsidiaries that do not guarantee the Senior Notes. The Senior Notes are redeemable, in whole or in part, under certain circumstances. Upon the occurrence of certain change of control events, Visant must offer to purchase the Senior Notes at 101% of their principal amount, plus accrued and unpaid interest and additional interest, if any.

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The Indenture contains restrictive covenants that limit, among other things, the ability of Visant and its restricted subsidiaries to (i) incur additional indebtedness or issue certain preferred stock, (ii) pay dividends on or make other distributions or repurchase capital stock or make other restricted payments, (iii) make investments, (iv) impose limits on the ability to pay dividends or other payments by restricted subsidiaries to Visant or other restricted subsidiaries, (v) create liens on pari passu or subordinated indebtedness without securing the notes, (vi) sell certain assets or merge with or into other companies or otherwise dispose of all or substantially all of Visant’s assets, (vii) enter into certain transactions with affiliates and (viii) designate Visant’s subsidiaries as unrestricted subsidiaries. The Indenture also contains customary events of default, including the failure to make timely payments on the Senior Notes or other material indebtedness, the failure to satisfy certain covenants and specified events of bankruptcy and insolvency.

11. Derivative Financial Instruments and Hedging Activities

Risk Management Objective of Using Derivatives

The Company is exposed to certain risk arising from both its business operations and economic conditions. The Company principally manages its exposures to economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its debt funding and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known or uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings.

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its management of interest rate risk. During the three and nine months ended September 29, 2012, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt under the Term Loan Credit Facility. As of September 29, 2012, the Company had three outstanding interest rate derivatives with an outstanding aggregate notional amount of $600.0 million.

The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive loss and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. As of September 29, 2012, there was no ineffectiveness on the outstanding interest rate derivatives. Amounts reported in accumulated other comprehensive loss related to derivatives will be reclassified to interest expense as interest on the hedged debt impacts earnings. The Company estimates that $3.5 million will be reclassified as an increase to interest expense over the next twelve fiscal months.

The fair value of outstanding derivative instruments as of September 29, 2012 and December 31, 2011 was as follows:

Classification in the Consolidated Balance Sheets In thousands		September 29, 2012		December 31, 2011
Liability Derivatives:
Derivatives designated as hedging instruments
Interest rate swaps	Other accrued liabilities	$	3,480	$	3,705
Interest rate swaps	Other noncurrent liabilities		5,708		1,766
Total		$	9,188	$	5,471

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The following table summarizes the activity of derivative instruments that qualify for hedge accounting as of December 31, 2011 and September 29, 2012, and the impact of such derivative instruments on accumulated other comprehensive loss for the nine months ended September 29, 2012:

In thousands	December 31, 2011			Amount of loss recognized in Accumulated Other Comprehensive Loss on derivatives (effective portion)			Amount of loss reclassified from Accumulated Other Comprehensive Loss to interest expense (effective portion)		September 29, 2012
Interest rate swaps designated as cash flow hedges	$	(5,471	)	$	(6,579	)	$	2,862	$	(9,188	)

The following table provides the location in the Company’s financial statements of the recognized gain or loss related to such derivative instruments:

	Three months ended
In thousands	September 29, 2012		October 1, 2011
Interest rate swaps designated as cash flow hedges recognized in interest expense	$	961	$	—
	Nine months ended
In thousands	September 29, 2012		October 1, 2011
Interest rate swaps designated as cash flow hedges recognized in interest expense	$	2,862	$	—

Based on an evaluation of the inputs used, the Company has categorized its derivative instruments to be within Level 2 of the fair value hierarchy. Any transfer into or out of a level of the fair value hierarchy is recognized based on the value of the derivative instruments at the end of the applicable reporting period.

Non-designated Hedges

Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to foreign exchange rate movements but do not meet the hedge accounting requirements. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings. As of each of September 29, 2012, and October 1, 2011, the Company did not have any derivatives outstanding that were not designated as hedges.

Credit-risk-related Contingent Features

The Company has an agreement with each of its derivative counterparties that contains a provision whereby the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on such indebtedness.

As of September 29, 2012, the termination value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $10.8 million. As of September 29, 2012, the Company had not posted any collateral related to these agreements. If the Company had breached any of these provisions at September 29, 2012, it could have been required to settle its obligations under the agreements at their termination value of $10.8 million.

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12. Commitments and Contingencies

Forward Purchase Contracts

The Company is subject to market risk associated with changes in the price of precious metals. To mitigate the commodity price risk, the Company may from time to time enter into forward contracts to purchase gold, platinum and silver based upon the estimated ounces needed to satisfy projected customer demand. As of September 29, 2012, the Company had purchase commitment contracts outstanding totaling $22.9 million with delivery dates occurring through 2013. The forward purchase contracts are considered normal purchases and therefore are not subject to the requirements of derivative accounting. As of September 29, 2012, the fair market value of open precious metal forward contracts was $24.5 million based on quoted future prices for each contract.

13. Income Taxes

Visant and its subsidiaries are included in the consolidated federal income tax filing of its indirect parent company, Holdco, and its consolidated subsidiaries. The Company determines and allocates its income tax provision under the separate-return method except for the effects of certain provisions of the U.S. tax code which are accounted for on a consolidated group basis. Income tax amounts payable or receivable among members of the controlled group are settled based on the filing of income tax returns and the cash requirements of the respective members of the consolidated group.

The Company recorded an income tax provision for the nine months ended September 29, 2012 based on its best estimate of the consolidated effective tax rate applicable for the entire year. The estimated full-year consolidated effective tax rate for 2012 is 45.6% before taking into account the impact of $0.4 million of accruals considered a current period tax benefit. The combined effect of the annual estimated consolidated effective tax rate and the net current period tax adjustments resulted in an effective tax rate of 44.8% for the nine-month period ended September 29, 2012.

For the comparable nine-month period ended October 1, 2011, the effective income tax rate was 45.4%. The decrease in the effective tax rate from 2011 to 2012 was primarily due to reduced state income taxes related to tax credits in connection with the consolidation of facilities in the Memory Book segment.

The Company’s income tax rate continues to be unfavorably impacted by the loss of the domestic manufacturing deduction and the higher cost of foreign earnings repatriations due to the Company’s anticipated taxable loss position for 2012 after carrying forward prior year U.S. federal net operating loss carryforwards reported by Holdco. Holdco reported U.S. federal tax losses for 2010 and 2011 primarily as a result of the repurchase and redemption in 2010 of its 10.25% senior discount notes due 2013, which included tax deferred original issue discount, and the Repricing, respectively.

For the nine-month period ended September 29, 2012, the Company’s tax and interest accrual for unrecognized tax benefits was a net tax benefit of $0.6 million. During the period, the Company evaluated its tax positions and concluded that certain unrecognized tax benefit accruals, primarily related to the timing of operating loss utilization, were no longer required because evolving tax guidance indicated the positions will more likely than not be sustained. Accordingly, the Company recognized $8.2 million of current tax benefit and $7.4 million of deferred tax expense in connection with tax positions it reevaluated during the period.

At September 29, 2012, the Company’s unrecognized tax benefit liability totaled $11.3 million, including interest and penalty accruals totaling $2.9 million. At December 31, 2011, the Company’s unrecognized tax benefit liability totaled $19.5 million, including interest and penalty accruals totaling $3.4 million. Substantially all of the liability was included in noncurrent liabilities for each of the periods.

Holdco’s income tax filings for 2005 to 2011 are subject to examination in the U.S federal tax jurisdiction. In connection with an examination of Holdco’s income tax filings for 2005 and 2006, the Internal Revenue Service (the “IRS”) proposed certain transfer price adjustments with which the Company disagreed in order to preserve its right to seek relief from double taxation with the applicable U.S. and French tax authorities. The Company is also subject to examination in certain state jurisdictions and in France for the 2005 to 2011 periods, none of which was individually material. During 2009, the Company filed a notice of objection with the Canada Revenue Agency (the “CRA”) in connection with the CRA’s reassessment of tax years 1996 and 1997 for issues related to transfer pricing. During 2010, the Company was notified that the CRA withdrew its original assessment for both tax periods. As a result, a net income tax benefit of $0.8 million was included in the 2010 results of operations for assessments of Canadian tax and interest previously paid. The CRA’s

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examination of the Company’s Canadian income tax filings for 2007 and 2008 was concluded in 2011 without adjustment. Though subject to uncertainty, the Company believes it has made appropriate provisions for all outstanding issues for all open years and in all applicable jurisdictions. Due primarily to the potential for resolution of the Company’s current U.S. federal examination and the expiration of the related statute of limitations, it is reasonably possible that the Company’s gross unrecognized tax benefit liability could change within the next twelve months by a range of zero to $7.4 million.

President Obama’s administration has proposed significant changes to U.S. tax laws for U.S. corporations doing business outside the United States, including a proposal to defer certain tax deductions allocable to non-U.S. earnings until those earnings are repatriated. It is unclear whether the proposed tax changes will be enacted or, if enacted, what the ultimate scope of the changes will be. If tax changes are enacted as currently proposed, the Company does not believe that there will be a material adverse tax effect because the Company’s repatriation practice is to distribute substantially all of its non-U.S. earnings on an annual basis.

14. Benefit Plans

Pension and Other Postretirement Benefit Plans

Net periodic benefit expense (income) for pension and other postretirement benefit plans is presented below:

	Pension benefits						Postretirement benefits
	Three months ended						Three months ended
In thousands	September 29, 2012			October 1, 2011			September 29, 2012			October 1, 2011
Service cost	$	1,145		$	1,233		$	1		$	2
Interest cost		4,492			4,458			15			25
Expected return on plan assets		(6,009	)		(6,173	)		—			—
Amortization of prior service cost		(211	)		(208	)		(69	)		(69	)
Amortization of net actuarial loss		1,528			583			6			7
Net periodic benefit expense (income)	$	945		$	(107	)	$	(47	)	$	(35	)
	Pension benefits						Postretirement benefits
	Nine months ended						Nine months ended
In thousands	September 29, 2012			October 1, 2011			September 29, 2012			October 1, 2011
Service cost	$	3,437		$	3,699		$	3		$	6
Interest cost		13,477			13,374			47			75
Expected return on plan assets		(18,027	)		(18,519	)		—			—
Amortization of prior service cost		(633	)		(624	)		(207	)		(207	)
Amortization of net actuarial loss		4,585			1,749			19			21
Net periodic benefit expense (income)	$	2,839		$	(321	)	$	(138	)	$	(105	)

As of December 31, 2011, the Company did not expect to have an obligation to contribute to its qualified pension plans in 2012 due to the funded status and credit balances of the qualified plans, and this expectation for 2012 had not changed as of September 29, 2012. Based on the impact of the recent Moving Ahead for Progress (known as MAP-21) legislation passed in July of this year, the Company does not anticipate having to make cash contributions to its qualified pension plans until 2014. For the nine months ended September 29, 2012, the Company did not make any contributions to its qualified pension plans and contributed $1.9 million and $0.3 million to its non-qualified pension plans and postretirement welfare plans, respectively. The non-qualified pension payments made were consistent with the amount anticipated as of December 31, 2011. The postretirement welfare plan payments were slightly higher than anticipated but are not considered material. Refer to Note 19, Subsequent Events, for further details.

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15. Stock-Based Compensation

2003 Stock Incentive Plan

The 2003 Stock Incentive Plan (the “2003 Plan”) was approved by Holdco’s Board of Directors and was effective as of October 30, 2003. The 2003 Plan permits Holdco to grant to key employees and certain other persons stock options and stock awards and provides for a total of 288,023 shares of common stock for issuance of options and awards to employees of Holdco and its subsidiaries and a total of 10,000 shares of common stock for issuance of options and awards to directors and other persons providing services to Holdco. As of September 29, 2012, there were 288,648 shares in total available for grant under the 2003 Plan. The maximum grant to any one person must not exceed 70,400 shares in the aggregate. Holdco does not currently intend to make any additional grants under the 2003 Plan.

Option grants consist of “time options”, which vest and become exercisable in annual installments over the first five years following the date of grant, and/or “performance options”, which vest and become exercisable over the first five years following the date of grant at varying levels based on the achievement of certain EBITDA targets, and in any event by the eighth anniversary of the date of grant. The performance vesting includes certain carryforward provisions if targets are not achieved in a particular fiscal year and performance in a subsequent fiscal year satisfies cumulative performance targets, subject to certain conditions. Upon the occurrence of a “change in control” (as defined in the 2003 Plan), the unvested portion of any time option will immediately become vested and exercisable, and the vesting and exercisability of the unvested portion of any performance option may accelerate depending on the timing of the change of control and return on DLJMBP III’s equity investment in Holdco, all as provided under the 2003 Plan. A “change in control” under the 2003 Plan is defined as: (i) any person or other entity (other than any of Holdco’s subsidiaries), including any “person” as defined in Section 13(d)(3) of the Exchange Act, other than certain of the DLJMBP funds or affiliated parties thereof, becoming the beneficial owner, directly or indirectly, in a single transaction or a series of related transactions, by way of merger, consolidation or other business combination, of securities of Holdco representing more than 51% of the total combined voting power of all classes of capital stock of Holdco (or its successor) normally entitled to vote for the election of directors of Holdco or (ii) the sale of all or substantially all of the property or assets of Holdco to any unaffiliated person or entity other than one of Holdco’s subsidiaries is consummated. The Transactions did not constitute a change of control under the 2003 Plan. Options issued under the 2003 Plan in January 2004 expire on the tenth anniversary of the grant date, in or about January 2014. The shares underlying the options are subject to certain transfer and other restrictions set forth in a management stockholders agreement dated July 29, 2003, by and among Holdco and certain holders of the capital stock of Holdco. Participants under the 2003 Plan also agree to certain restrictive covenants with respect to confidential information learned in their employment and certain non-competition obligations in connection with their receipt of options.

2004 Stock Option Plan

In connection with the closing of the Transactions, Holdco established a new stock option plan, which permits Holdco to grant to key employees and certain other persons of Holdco and its subsidiaries various equity-based awards, including stock options and restricted stock. The plan, currently known as the Third Amended and Restated 2004 Stock Option Plan for Key Employees of Visant Holding Corp. and Subsidiaries (the “2004 Plan”), provides for the issuance of a total of 510,230 shares of Holdco Class A Common Stock (“Class A Common Stock”). As of September 29, 2012, there were 101,727 shares available for grant under the 2004 Plan. Shares related to grants that are forfeited, terminated, cancelled or expire unexercised become available for new grants.

Option grants consist of “time options”, which fully vested and became exercisable in annual installments through 2009 (for those options granted in 2004 and 2005), and/or “performance options”, which vest and become exercisable following the date of grant based upon the achievement of certain EBITDA and other performance targets, and in any event by the eighth anniversary of the date of grant. The performance vesting includes certain carryforward provisions if targets are not achieved in a particular fiscal year and performance in a subsequent fiscal year satisfies cumulative performance targets. Upon the occurrence of a “change in control” (as defined under the 2004 Plan), the unvested portion of any time option will immediately become vested and exercisable, and the vesting and exercisability of the unvested portion of any performance option may accelerate, if certain EBITDA or other performance measures have been satisfied. A “change in control” under the 2004 Plan is defined as: (i) the sale (in one or a series of transactions) of all or substantially all of the assets of Holdco to an unaffiliated person; (ii) a sale (in one transaction or a series of transactions) resulting in more than 50% of the voting stock

18

of Holdco being held by an unaffiliated person; (iii) a merger, consolidation, recapitalization or reorganization of Holdco with or into an unaffiliated person; in the case of each of clauses (i) through (iii) above, if and only if any such event results in the inability of the Sponsors, or any member or members of the Sponsors, to designate or elect a majority of Holdco’s Board of Directors (or the board of directors of the resulting entity or its parent company). The option exercise period is determined at the time of grant of the option but may not extend beyond the end of the calendar year that is ten calendar years after the date the option is granted, with most expiring between 2014 and 2016. All stock options, restricted shares and any common stock received upon the exercise of such equity awards or with respect to which restrictions lapse are governed by a management stockholder’s agreement and a sale participation agreement. As of September 29, 2012, there were 271,500 options vested under the 2004 Plan and 40,000 options unvested and subject to future vesting.

2010 LTIP

During the first fiscal quarter of 2010, the Company implemented long-term phantom share incentive arrangements with certain key employees (the “2010 LTIP”). The awards were subject to vesting based on meeting certain performance objectives and/or continued employment. 2010 LTIP awards were settled in cash in an amount equal to the fair market value of one share of Class A Common Stock as of the vesting date multiplied by the number of phantom share units in which the executive’s awards have vested, payable in a lump sum. During the nine months ended September 29, 2012, payments in the aggregate of $8.8 million were made with respect to awards made under the 2010 LTIP.

Common Stock

Visant is an indirect, wholly owned subsidiary of Holdco. The Sponsors hold shares of the Class A Common Stock of Holdco, and additionally Visant’s equity-based incentive compensation plans are based on the value of the Class A Common Stock. There is no established public market for the Class A Common Stock. The fair market value of the Class A Common Stock is established pursuant to the terms of the 2004 Plan and is determined by a third party valuation, and the methodology to determine the fair market value under the equity incentive plans does not give effect to any premium for control or discount for minority interests or restrictions on transfers. Fair value includes any premium for control or discount for minority interests or restrictions on transfers. Holdco used a discounted cash flow analysis and selected public company analysis to determine the enterprise value and share price for the Class A Common Stock.

Visant recognized total stock-based compensation expense of $0.2 million and $0.6 million for the three months ended September 29, 2012 and October 1, 2011, respectively. Visant recognized stock-based compensation expense of approximately $0.4 million and $6.5 million for the nine months ended September 29, 2012 and October 1, 2011, respectively. Stock-based compensation is included in selling and administrative expenses.

For the nine-month periods ended September 29, 2012 and October 1, 2011, there were no issuances of restricted shares or common stock.

As of September 29, 2012, $0.4 million of total unrecognized stock-based compensation expense related to restricted shares is expected to be recognized over a weighted-average period of 1.0 year.

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Stock Options

The following table summarizes stock option activity for the Company:

Options in thousands	Options			Weighted - average exercise price
Outstanding at December 31, 2011		283		$	44.93
Exercised		—			—
Granted		40		$	96.20
Forfeited/expired		(2	)	$	130.45
Cancelled		—			—
Outstanding at September 29, 2012		321		$	50.90
Vested or expected to vest at September 29, 2012		321		$	50.90
Exercisable at September 29, 2012		321		$	44.34

During the quarter ended September 29, 2012, the Company granted an aggregate of 40,000 stock options under the 2004 Plan to one employee of a subsidiary of Visant. The per-share weighted average fair value of stock options granted during the quarter ended September 29, 2012 was $43.81 on the date of grant using the Black-Scholes option pricing model. The following key assumptions were used to value options issued:

	2012
Expected life		6.1 years
Expected volatility		68.8	%
Dividend yield		—
Risk-free interest rate		1.0	%

The weighted-average remaining contractual life of outstanding options at September 29, 2012 was approximately 3.3 years. As of September 29, 2012, there was $1.7 million of unrecognized stock-based compensation expense related to stock options expected to be recognized.

16. Business Segments

The Company’s three reportable segments consist of:

• Scholastic —provides services in conjunction with the marketing, sale and production of class rings and an array of graduation products and other scholastic affinity products to students and administrators primarily in high schools, colleges and other post-secondary institutions;

• Memory Book —provides services in conjunction with the publication, marketing, sale and production of school yearbooks, memory books and related products that help people tell their stories and chronicle important events; and

• Marketing and Publishing Services — provides services in conjunction with the development, marketing, sale and production of multi-sensory and interactive advertising sampling systems and packaging, primarily for the fragrance, cosmetic and personal care segments, and provides innovative products and related services to the direct marketing sector. The group also produces book components primarily for the educational and trade publishing segments.

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The following table presents information of the Company by business segment:

	Three months ended
In thousands	September 29, 2012			October 1, 2011			$ Change			% Change
Net sales
Scholastic	$	41,740		$	48,967		$	(7,227	)		(14.8	%)
Memory Book		66,481			72,708			(6,227	)		(8.6	%)
Marketing and Publishing Services		98,882			105,960			(7,078	)		(6.7	%)
Inter-segment eliminations		(204	)		—			(204	)		NM
	$	206,899		$	227,635		$	(20,736	)		(9.1	%)
Operating (loss) income
Scholastic	$	(17,052	)	$	(16,280	)	$	(772	)		(4.7	%)
Memory Book		11,246			12,441			(1,195	)		(9.6	%)
Marketing and Publishing Services		14,055			18,962			(4,907	)		(25.9	%)
	$	8,249		$	15,123		$	(6,874	)		(45.5	%)
Depreciation and Amortization
Scholastic	$	7,729		$	7,372		$	357			4.8	%
Memory Book		9,503			9,568			(65	)		(0.7	%)
Marketing and Publishing Services		8,037			8,439			(402	)		(4.8	%)
	$	25,269		$	25,379		$	(110	)		(0.4	%)

NM = Not meaningful

	Nine months ended
In thousands	September 29, 2012			October 1, 2011			$ Change			% Change
Net sales
Scholastic	$	325,078		$	340,933		$	(15,855	)		(4.7	%)
Memory Book		329,569			347,114			(17,545	)		(5.1	%)
Marketing and Publishing Services		276,192			283,503			(7,311	)		(2.6	%)
Inter-segment eliminations		(482	)		(29	)		(453	)		NM
	$	930,357		$	971,521		$	(41,164	)		(4.2	%)
Operating income
Scholastic	$	25,586		$	23,815		$	1,771			7.4	%
Memory Book		111,388			117,742			(6,354	)		(5.4	%)
Marketing and Publishing Services		30,376			34,860			(4,484	)		(12.9	%)
	$	167,350		$	176,417		$	(9,067	)		(5.1	%)
Depreciation and Amortization
Scholastic	$	23,570		$	23,420		$	150			0.6	%
Memory Book		28,712			29,461			(749	)		(2.5	%)
Marketing and Publishing Services		24,558			25,570			(1,012	)		(4.0	%)
	$	76,840		$	78,451		$	(1,611	)		(2.1	%)

NM = Not meaningful

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17. Related Party Transactions

Management Services Agreement

In connection with the Transactions, Holdco entered into a management services agreement with the Sponsors pursuant to which the Sponsors provide certain structuring, consulting and management advisory services. Under the management services agreement, during the term the Sponsors receive an annual advisory fee of $3.0 million that is payable quarterly and which increases by 3% per year. Holdco incurred advisory fees from the Sponsors of $0.9 million for each of the three-month periods ended September 29, 2012 and October 1, 2011. The Company incurred $2.8 million and $2.7 million of advisory fees from the Sponsors for each of the nine-month periods ended September 29, 2012 and October 1, 2011, respectively. The management services agreement also provides that Holdco will indemnify the Sponsors and their affiliates, directors, officers and representatives for losses relating to the services contemplated by the management services agreement and the engagement of the Sponsors pursuant to, and the performance by the Sponsors of the services contemplated by, the management services agreement.

Other

KKR Capstone is a team of operational professionals who work exclusively with KKR’s investment professionals and portfolio company management teams to enhance and strengthen operations in KKR’s portfolio companies. The Company has retained KKR Capstone from time to time to provide certain of the Company’s businesses with consulting services primarily to help identify and implement operational improvements and other strategic efforts within its businesses. The Company did not incur any charges during the three months ended September 29, 2012 and incurred approximately $0.2 million during the three months ended October 1, 2011 for services provided by KKR Capstone. The Company incurred approximately $0.2 million and $1.2 million during the nine months ended September 29, 2012 and October 1, 2011, respectively, for services provided by KKR Capstone. An affiliate of KKR Capstone has an ownership interest in Holdco.

Certain of the lenders under the Credit Facilities and their affiliates have engaged, and may in the future engage, in investment banking, commercial banking and other financial advisory and commercial dealings with Visant and its affiliates. Such parties have received (or will receive) customary fees and commissions for these transactions.

Affiliates of Credit Suisse Securities (USA) LLC and KKR Capital Markets LLC act as lenders and/or as agents under the Credit Facilities and were initial purchasers of the Senior Notes, for which they received and will receive customary fees and expenses and are indemnified by the Company against certain liabilities. Each of Credit Suisse Securities (USA) LLC and KKR Capital Markets LLC is an affiliate of one of the Sponsors.

In 2011, Visant entered into pay-fixed/receive-floating interest rate swap transactions (the “Swap Transactions”) with respect to its variable rate term loan indebtedness under the Credit Facilities. The counterparties to the Swap Transactions or their affiliates are parties to the Credit Facilities. Such parties have received (or will receive) customary fees and commissions for such transactions. Credit Suisse International, which is a counterparty to one of the Swap Transactions, is an affiliate of DLJMBP III.

The Company is party to an agreement with CoreTrust Purchasing Group (“CoreTrust”), a group purchasing organization, pursuant to which the Company avails itself of the terms and conditions of the CoreTrust purchasing organization for certain purchases, including its prescription drug benefit program. An affiliate of KKR is party to an agreement with CoreTrust which permits certain KKR affiliates, including Visant, the benefit of utilizing the CoreTrust group purchasing program. CoreTrust receives payment of fees for administrative and other services provided by CoreTrust from certain vendors based on the products and services purchased by the Company and other parties and CoreTrust shares a portion of such fees with the KKR affiliate.

The Company has participated in providing, with an affiliate of First Data Corporation (“First Data”), integrated marketing programs to third parties from time to time. First Data is also owned and controlled by affiliates of KKR, and Tagar C. Olson, a member of Visant’s and Holdco’s board of directors, is a director of First Data. Based on the applicable guidance, the Company recorded its portion of the profits from such “collaborative arrangement” as revenue. The Company is not permitted, in accordance with the applicable accounting guidance, to present the sales, cost of sales or marketing expenses related to the sales transactions with third parties because First Data was the “principal participant” in the “collaborative arrangement”. For the nine months ended September 29, 2012 and October 1, 2011, the amount of revenue that the Company recognized through this arrangement was not material to its financial statements. The collaborative arrangement was terminated during the quarter ended September 29, 2012.

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18. Condensed Consolidating Guarantor Information

As discussed in Note 10,Debt, Visant’s obligations under the Senior Notes are guaranteed by the U.S. Subsidiary Guarantors on a full, unconditional and joint and several basis. The following tables present condensed consolidating financial information for Visant, as issuer, and its guarantor and non-guarantor subsidiaries. Immaterial amounts previously reported in the “Guarantors” and “Eliminations” column for “Net Sales” and “Cost of Product Sold” in the period ended October 1, 2011 have been adjusted in order to present the elimination of transactions among the guarantors.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (UNAUDITED)

Three months ended September 29, 2012

							Non-
In thousands	Visant			Guarantors			Guarantors		Eliminations			Total
Net sales	$	—		$	188,861		$	21,853	$	(3,815	)	$	206,899
Cost of products sold		—			98,346			14,839		(3,791	)		109,394
Gross profit		—			90,515			7,014		(24	)		97,505
Selling and administrative expenses		433			81,668			5,366		—			87,467
Gain on sale of assets		—			(149	)		—		—			(149	)
Special charges		39			1,899			—		—			1,938
Operating (loss) income		(472	)		7,097			1,648		(24	)		8,249
Net interest expense		38,950			34,489			35		(34,021	)		39,453
(Loss) income before income taxes		(39,422	)		(27,392	)		1,613		33,997			(31,204	)
(Benefit from) provision for income taxes		(390	)		(12,019	)		668		(12	)		(11,753	)
(Loss) income from operations		(39,032	)		(15,373	)		945		34,009			(19,451	)
Equity (earnings) in subsidiary, net of tax		(19,581	)		(945	)		—		20,526			—
Net (loss) income	$	(19,451	)	$	(14,428	)	$	945	$	13,483		$	(19,451	)
Comprehensive (loss) income	$	(18,654	)	$	(13,672	)	$	1,351	$	12,321		$	(18,654	)

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (UNAUDITED)

Three months ended October 1, 2011

							Non-
In thousands	Visant			Guarantors			Guarantors		Eliminations			Total
Net sales	$	—		$	210,597		$	23,793	$	(6,755	)	$	227,635
Cost of products sold		—			113,705			15,167		(6,619	)		122,253
Gross profit		—			96,892			8,626		(136	)		105,382
Selling and administrative expenses		(401	)		84,313			5,546		—			89,458
Gain on sale of assets		—			(34	)		—		—			(34	)
Special charges		320			515			—		—			835
Operating income		81			12,098			3,080		(136	)		15,123
Net interest expense		39,008			35,445			35		(34,939	)		39,549
(Loss) income before income taxes		(38,927	)		(23,347	)		3,045		34,803			(24,426	)
(Benefit from) provision for income taxes		(2,633	)		(10,309	)		838		(53	)		(12,157	)
(Loss) income from operations		(36,294	)		(13,038	)		2,207		34,856			(12,269	)
Equity (earnings) in subsidiary, net of tax		(24,025	)		(2,207	)		—		26,232			—
Net (loss) income	$	(12,269	)	$	(10,831	)	$	2,207	$	8,624		$	(12,269	)
Comprehensive (loss) income	$	(13,586	)	$	(11,020	)	$	1,079	$	9,941		$	(13,586	)

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CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED)

Nine months ended September 29, 2012

							Non-
In thousands	Visant			Guarantors			Guarantors			Eliminations			Total
Net sales	$	—		$	875,643		$	74,031		$	(19,317	)	$	930,357
Cost of products sold		—			404,911			48,541			(19,334	)		434,118
Gross profit		—			470,732			25,490			17			496,239
Selling and administrative expenses		(317	)		303,674			17,217			—			320,574
Gain on sale of assets		—			(2,315	)		—			—			(2,315	)
Special charges		39			10,609			(18	)		—			10,630
Operating income		278			158,764			8,291			17			167,350
Net interest expense		116,669			103,115			135			(101,547	)		118,372
(Loss) income before income taxes		(116,391	)		55,649			8,156			101,564			48,978
Provision for income taxes		1,723			17,233			2,990			7			21,953
(Loss) income from operations		(118,114	)		38,416			5,166			101,557			27,025
Equity (earnings) in subsidiary, net of tax		(145,139	)		(5,166	)		—			150,305			—
Net income	$	27,025		$	43,582		$	5,166		$	(48,748	)	$	27,025
Comprehensive income	$	26,840		$	45,849		$	5,042		$	(50,891	)	$	26,840

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED)

Nine months ended October 1, 2011

							Non-
In thousands	Visant			Guarantors			Guarantors		Eliminations			Total
Net sales	$	—		$	924,203		$	65,679	$	(18,361	)	$	971,521
Cost of products sold		—			422,947			43,439		(18,515	)		447,871
Gross profit		—			501,256			22,240		154			523,650
Selling and administrative expenses		2,750			318,173			14,420		—			335,343
Gain on sale of assets		—			(459	)		—		—			(459	)
Special charges		320			12,000			29		—			12,349
Operating (loss) income		(3,070	)		171,542			7,791		154			176,417
Net interest expense		120,187			104,798			105		(103,316	)		121,774
(Loss) income before income taxes		(123,257	)		66,744			7,686		103,470			54,643
Provision for income taxes		2,119			20,302			2,354		60			24,835
(Loss) income from operations		(125,376	)		46,442			5,332		103,410			29,808
Equity (earnings) in subsidiary, net of tax		(155,184	)		(5,332	)		—		160,516			—
Net income	$	29,808		$	51,774		$	5,332	$	(57,106	)	$	29,808
Comprehensive income	$	28,653		$	51,208		$	4,743	$	(55,951	)	$	28,653

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CONDENSED CONSOLIDATING BALANCE SHEET (UNAUDITED)

September 29, 2012

							Non-
In thousands	Visant			Guarantors			Guarantors			Eliminations			Total
ASSETS
Cash and cash equivalents	$	51,733		$	(129	)	$	7,556		$	—		$	59,160
Accounts receivable, net		1,079			100,795			17,279			—			119,153
Inventories		—			88,683			6,598			(344	)		94,937
Salespersons overdrafts, net		—			26,789			1,353			—			28,142
Prepaid expenses and other current assets		296			11,148			834			—			12,278
Income tax receivable		2,544			—			—			—			2,544
Intercompany receivable		19,819			4,506			1,153			(25,478	)		—
Deferred income taxes		3,129			16,054			191			(1,519	)		17,855
Total current assets		78,600			247,846			34,964			(27,341	)		334,069
Property, plant and equipment, net		83			204,155			2,844			—			207,082
Goodwill		—			959,004			24,208			—			983,212
Intangibles, net		—			403,445			11,204			—			414,649
Deferred financing costs, net		45,804			—			—			—			45,804
Deferred income taxes		—			—			2,647			—			2,647
Intercompany receivable		612,211			21,741			50,849			(684,801	)		—
Other assets		845			11,916			152			—			12,913
Investment in subsidiaries		858,770			102,312			—			(961,082	)		—
Prepaid pension costs		—			4,906			—			—			4,906
	$	1,596,313		$	1,955,325		$	126,868		$	(1,673,224	)	$	2,005,282
LIABILITIES AND STOCKHOLDER’S (DEFICIT) EQUITY
Short-term borrowings	$	59,000		$	—		$	2,040		$	—		$	61,040
Accounts payable		4,204			34,818			6,091			1			45,114
Accrued employee compensation		6,456			22,625			3,106			—			32,187
Customer deposits		—			48,744			3,829			—			52,573
Commissions payable		—			8,260			729			—			8,989
Income taxes payable		33,532			30,214			938			(3,985	)		60,699
Interest payable		53,580			47			—			—			53,627
Current portion of long-term debt and capital leases		6			4,417			13			—			4,436
Intercompany payable		1,626			85,497			7,135			(94,258	)		—
Other accrued liabilities		3,496			14,242			832			—			18,570
Total current liabilities		161,900			248,864			24,713			(98,242	)		337,235
Long-term debt and capital leases, less current maturities		1,907,729			7,046			6			—			1,914,781
Intercompany payable		22,345			593,885			—			(616,230	)		—
Deferred income taxes		(4,902	)		151,912			(176	)		2,330			149,164
Pension liabilities, net		22,576			71,722			—			—			94,298
Other noncurrent liabilities		17,410			23,126			13			—			40,549
Total liabilities		2,127,058			1,096,555			24,556			(712,142	)		2,536,027
Mezzanine equity		972			—			—			—			972
Stockholder’s (deficit) equity		(531,717	)		858,770			102,312			(961,082	)		(531,717	)
	$	1,596,313		$	1,955,325		$	126,868		$	(1,673,224	)	$	2,005,282

25

CONDENSED CONSOLIDATING BALANCE SHEET

December 31, 2011

							Non-
In thousands	Visant			Guarantors			Guarantors		Eliminations			Total
ASSETS
Cash and cash equivalents	$	30,138		$	2,334		$	3,542	$	—		$	36,014
Accounts receivable, net		1,099			96,626			15,113		—			112,838
Inventories		—			104,998			4,652		(360	)		109,290
Salespersons overdrafts, net		—			29,158			916		—			30,074
Prepaid expenses and other current assets		—			18,434			879		—			19,313
Income tax receivable		2,022			—			—		—			2,022
Intercompany receivable		—			12,400			—		(12,400	)		—
Deferred income taxes		3,006			18,806			84		—			21,896
Total current assets		36,265			282,756			25,186		(12,760	)		331,447
Property, plant and equipment, net		172			208,524			1,354		—			210,050
Goodwill		—			959,004			24,110		—			983,114
Intangibles, net		—			438,022			10,372		—			448,394
Deferred financing costs, net		52,486			—			—		—			52,486
Deferred income taxes		—			—			2,564		—			2,564
Intercompany receivable		592,610			14,303			56,229		(663,142	)		—
Other assets		847			10,429			257		—			11,533
Investment in subsidiaries		812,921			97,270			—		(910,191	)		—
Prepaid pension costs		—			4,906			—		—			4,906
	$	1,495,301		$	2,015,214		$	120,072	$	(1,586,093	)	$	2,044,494
LIABILITIES AND STOCKHOLDER’S (DEFICIT) EQUITY
Accounts payable	$	5,135		$	44,647		$	5,570	$	(2	)	$	55,350
Accrued employee compensation		6,579			21,405			2,563		—			30,547
Customer deposits		—			168,904			8,092		—			176,996
Commissions payable		—			20,651			714		—			21,365
Income taxes payable		28,478			1,414			62		(142	)		29,812
Interest payable		34,204			90			—		—			34,294
Current portion of long-term debt and capital leases		12			3,996			18		—			4,026
Intercompany payable		12,075			(4,275	)		4,598		(12,398	)		—
Other accrued liabilities		13,553			21,673			1,158		—			36,384
Total current liabilities		100,036			278,505			22,775		(12,542	)		388,774
Long-term debt and capital leases, less current maturities		1,905,214			8,351			14		—			1,913,579
Intercompany payable		14,303			649,057			—		(663,360	)		—
Deferred income taxes		(5,783	)		163,878			—		—			158,095
Pension liabilities, net		18,274			78,900			—		—			97,174
Other noncurrent liabilities		21,236			23,602			13		—			44,851
Total liabilities		2,053,280			1,202,293			22,802		(675,902	)		2,602,473
Mezzanine equity		578			—			—		—			578
Stockholder’s (deficit) equity		(558,557	)		812,921			97,270		(910,191	)		(558,557	)
	$	1,495,301		$	2,015,214		$	120,072	$	(1,586,093	)	$	2,044,494

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CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (UNAUDITED)

Nine months ended September 29, 2012

In thousands	Visant			Guarantors			Non- Guarantors			Eliminations			Total
Net income	$	27,025		$	43,582		$	5,166		$	(48,748	)	$	27,025
Other cash used in operating activities		(39,824	)		(28,091	)		(2,061	)		48,748			(21,228	)
Net cash (used in) provided by operating activities		(12,799	)		15,491			3,105			—			5,797
Purchases of property, plant and equipment		—			(41,217	)		(1,797	)		—			(43,014	)
Additions to intangibles		—			(1,909	)		(1,171	)		—			(3,080	)
Proceeds from sale of property and equipment		—			3,932			—			—			3,932
Other investing activities, net		—			(2,099	)		2,100			—			1
Net cash used in investing activities		—			(41,293	)		(868	)		—			(42,161	)
Short-term borrowings		94,000			—			2,048			—			96,048
Short-term repayments		(35,000	)		—			—			—			(35,000	)
Repayments of long-term debt and capital leases		(6	)		(3,355	)		(15	)		—			(3,376	)
Proceeds from issuance of long-term debt		—			2,094			—			—			2,094
Intercompany (receivable) payable		(24,600	)		24,600			—			—			—
Net cash provided by financing activities		34,394			23,339			2,033			—			59,766
Effect of exchange rate changes on cash and cash equivalents		—			—			(256	)		—			(256	)
Increase (decrease) in cash and cash equivalents		21,595			(2,463	)		4,014			—			23,146
Cash and cash equivalents, beginning of period		30,138			2,334			3,542			—			36,014
Cash and cash equivalents, end of period	$	51,733		$	(129	)	$	7,556		$	—		$	59,160

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (UNAUDITED)

Nine months ended October 1, 2011

In thousands	Visant			Guarantors			Non- Guarantors			Eliminations			Total
Net Income	$	29,808		$	51,774		$	5,332		$	(57,106	)	$	29,808
Other cash (used in) provided by operating activities		(34,559	)		(49,568	)		(6,193	)		57,105			(33,215	)
Net cash (used in) provided by operating activities		(4,751	)		2,206			(861	)		(1	)		(3,407	)
Purchases of property, plant and equipment		—			(41,477	)		(808	)		—			(42,285	)
Additions to intangibles		—			(188	)		—			—			(188	)
Proceeds from sale of property and equipment		—			4,552			—			—			4,552
Acquisition of business, net of cash acquired		—			(4,681	)		—			—			(4,681	)
Net cash used in investing activities		—			(41,794	)		(808	)		—			(42,602	)
Short-term borrowings		60,500			—			—			—			60,500
Short-term repayments		(8,500	)		—			—			—			(8,500	)
Repayments of long-term debt and capital leases		(9,361	)		(2,826	)		(12	)		—			(12,199	)
Proceeds from issuance of long-term debt		—			349			—			—			349
Intercompany payable (receivable)		(37,213	)		36,179			1,033			1			—
Debt financing costs		(16,579	)		—			—			—			(16,579	)
Net cash provided by (used in) financing activities		(11,153	)		33,702			1,021			1			23,571
Effect of exchange rate changes on cash and cash equivalents		—			—			(420	)		—			(420	)
Increase (decrease) in cash and cash equivalents		(15,904	)		(5,886	)		(1,068	)		—			(22,858	)
Cash and cash equivalents, beginning of period		46,794			8,098			5,305			—			60,197
Cash and cash equivalents, end of period	$	30,890		$	2,212		$	4,237		$	—		$	37,339

19. Subsequent Events

The Company has recently announced that, effective December 31, 2012, its qualified and non-qualified pension plans for non-bargained, active employees and its executive supplemental retirement agreements will be amended to freeze the accrual of additional benefits related to future service and compensation under the plans. The affected qualified pension plans were closed to new hires as of January 1, 2006. Benefits accrued as of December 31, 2012 will not be affected. Employees will continue to accrue service during their employment solely for purposes of vesting in pension benefits accrued as of December 31, 2012 which are not yet vested based on the applicable multiple year service requirement for vesting. In addition, the freeze will not impact retirees currently receiving pension benefits or employees who have separated service with vested pension benefits. Affected employees will continue to be eligible to participate in the Company’s existing defined contribution 401(k) plan, which, effective January 1, 2013, will provide for an enhanced company match on a certain level of funds contributed by the employee.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This discussion and analysis should be read in conjunction with our condensed consolidated financial statements and notes thereto.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements including, without limitation, statements concerning the conditions in our industry, expectations with respect to future cost savings, our operations, our economic performance and financial condition, including, in particular, statements relating to our business and growth strategy and product development efforts. These forward-looking statements are not historical facts, but rather predictions and generally can be identified by use of statements that include such words as “may”, “might”, “will”, “should”, “estimate”, “project”, “plan”, “anticipate”, “expect”, “intend”, “outlook”, “believe” and other similar expressions that are intended to identify forward-looking statements and information. These forward-looking statements are based on estimates and assumptions by our management that, although we believe to be reasonable, are inherently uncertain and subject to a number of risks and uncertainties. These risks and uncertainties include, without limitation, those identified under, Part I, Item 1A.Risk Factors, in our Annual Report on Form 10-K for the year ended December 31, 2011, in addition to those discussed elsewhere in this report.

The following list represents some, but not necessarily all, of the factors that could cause actual results to differ from historical results or those anticipated or predicted by these forward-looking statements:

• our substantial indebtedness and our ability to service the indebtedness;

• our inability to implement our business strategy in a timely and effective manner;

• global market and economic conditions;

• levels of customers’ advertising and marketing spending, including as may be impacted by economic factors and general market conditions;

• competition from other companies;

• fluctuations in raw material prices;

• our reliance on a limited number of suppliers;

• the seasonality of our businesses;

• the loss of significant customers or customer relationships;

• Jostens’ reliance on independent sales representatives;

• our reliance on numerous complex information systems;

• the amount of capital expenditures required at our businesses;

• developments in technology and related changes in consumer behavior;

• the reliance of our businesses on limited production facilities;

• actions taken by the U.S. Postal Service and changes in postal standards and their effect on our marketing services business, including as such changes may impact competition for our sampling systems;

• labor disturbances;

• environmental obligations and liabilities;

• adverse outcome of pending or threatened litigation;

• the enforcement of intellectual property rights;

• the impact of changes in applicable law and regulations;

• the application of privacy laws and other related obligations on our business;

• the textbook adoption cycle and levels of government funding for education spending;

• local conditions in the countries in which we operate;

• control by our stockholders;

• changes in market value of the securities held in our pension plans; and

• our dependence on members of senior management.

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We caution you that the foregoing list of important factors is not exclusive. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this report may not in fact occur. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly or revise any of them in light of new information, future events or otherwise, except as required by law. Comparisons of results for current and prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

GENERAL

We are a leading marketing and publishing services enterprise servicing the school affinity, direct marketing, fragrance, cosmetic and personal care sampling and packaging, and educational and trade publishing segments. Visant was formed to create a platform of businesses with leading positions in attractive end market segments and to establish a highly experienced management team that could leverage a shared services infrastructure and capitalize on margin and growth opportunities. Since 2004, we have developed a unified marketing and publishing services organization with a leading and differentiated approach in each of our segments. Our management team has created and integrated central services and management functions and has reshaped the business to focus on the most attractive and highest growth market opportunities.

We sell our products and services to end customers through several different sales channels, including independent sales representatives and dedicated sales forces. Visant (formerly known as Jostens IH Corp.) was originally incorporated in Delaware in 2003.

In April 2011, Arcade acquired the capital stock of Color Optics, a specialty packaging provider, serving the cosmetic and consumer products industries with highly-decorated packaging solutions. The results of the Color Optics operations are reported as part of the Marketing and Publishing Services segment from the date of acquisition.

We have demonstrated our ability over the last eight years since our inception to execute acquisitions and dispositions that have allowed us to complement and expand our core capabilities, accelerate into market segment adjacencies, as well as enabled us to divest non-core businesses and deleverage. We anticipate that we will continue to pursue this strategy of consummating complementary acquisitions to support expansion of our product offerings and services, including to address marketplace dynamics, developments in technology and changing consumer behaviors, and broaden our geographic reach, as well as availing ourselves of strategic opportunities and market conditions for transacting on businesses in the Visant portfolio.

Our three reportable segments as of September 29, 2012 consisted of:

• Scholastic—provides services in conjunction with the marketing, sale and production of class rings and an array of graduation products and other scholastic affinity products to students and administrators primarily in high schools, colleges and other post-secondary institutions;

• Memory Book—provides services in conjunction with the publication, marketing, sale and production of school yearbooks, memory books and related products that help people tell their stories and chronicle important events; and

• Marketing and Publishing Services—provides services in conjunction with the development, marketing, sale and production of multi-sensory and interactive advertising sampling systems and packaging, primarily for the fragrance, cosmetic and personal care segments, and provides innovative products and related services to the direct marketing sector. The group also produces book components primarily for the educational and trade publishing segments.

We experience seasonal fluctuations in our net sales and cash flow from operations, tied primarily to the North American school year. In particular, Jostens generates a significant portion of its annual net sales in the second quarter in connection with the delivery of caps, gowns and diplomas for spring graduation ceremonies and spring deliveries of school yearbooks, and a significant portion of its annual cash flow in the fourth quarter is driven by the receipt of customer deposits in our Scholastic and Memory Book segments. The net sales of our sampling and other direct mail and commercial printed products have also historically reflected seasonal variations, and we generate a majority of our annual net sales in this segment during the third and fourth quarters, including based on the timing of customers’ advertising campaigns which have traditionally been concentrated prior to the Christmas and spring holiday seasons. Net sales of textbook components are impacted seasonally by state and local schoolbook purchasing schedules, which commence in the spring and peak in the

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summer months preceding the start of the school year. The seasonality of each of our businesses requires us to allocate our resources to manage our manufacturing capacity, which often operates at full or near full capacity during peak seasonal demand periods. Based on the seasonality of our cash flow, we traditionally borrow under our Revolving Credit Facility during the third quarter to fund general working capital needs during this period of time when schools are generally not in session and orders are not being placed, and repay the amount borrowed for general working capital purposes in the fourth quarter when customer deposits in the Scholastic and Memory Book segments are received and customers’ advertising campaigns in anticipation of the holiday season generally increase.

Our net sales include sales to certain customers for whom we purchase paper. The price of paper, a primary material across most of our products and services, is volatile over time and may cause swings in net sales and cost of sales. We generally are able to pass on increases in the cost of paper to our customers across most of our product lines at the time we are impacted by such increases.

The price of gold and other precious metals has increased dramatically since 2009, and we anticipate continued volatility in the price of gold for the foreseeable future driven by numerous factors, such as changes in supply and demand and investor sentiment. These higher metal prices have impacted, and could further impact, our jewelry sales metal mix. We have seen a continuing shift in jewelry metal mix from gold to lesser priced metals over the past several years, which we believe is primarily attributable to the impact of significantly higher precious metal costs on our jewelry prices. To mitigate continued volatility and the impact on our manufacturing costs, we have entered into purchase commitments which we believe will cover all of our needs for the remainder of 2012 and a portion of 2013.

The continued uncertainty in market conditions and excess capacity that exists in the print and related services industry, as well as the variety of other advertising media with which we compete, have amplified competitive and pricing pressures, which we anticipate will continue for the foreseeable future. We continue to see the impact of restrictions on school budgets, which affects spending at the state and local levels, resulting in reduced spending for our Memory Book, Scholastic and elementary/high school publishing services products and services and heightened pricing pressure on our core Memory Book products and services. The continued cautious consumer spending environment also contributes to more constrained levels of spending on purchases in our Memory Book and Scholastic segments made directly by the student and parent. Funding constraints have impacted textbook adoption cycles, which are being extended in many states due to fiscal pressures, continuing to affect volume in our elementary/high school publishing services products and services. Trade book publishing has experienced an accelerated shift towards digital books, which has negatively impacted our publishing services business in terms of fewer printed copies of books as well as shorter print runs. It is anticipated that the impact of digital books and the lower volume of book purchases through retail stores will continue to impact demand for trade books during the remainder of 2012.

We seek to distinguish ourselves based on our capabilities, innovative service offerings to our customers, quality and organizational and financial strength. We continue to diversify, expand and improve our product and service offerings, including to address changes in technology, consumer behavior and user preferences.

In addition, we have continued to implement efforts to reduce costs and drive operating efficiencies, including through the restructuring and integration of our operations and the rationalization of sales, administrative and support functions. We expect to initiate additional efforts focused on cost reduction and containment to address continued challenging marketplace conditions as well as competitive and pricing pressures demanding innovation and a lower cost structure.

Company Background

On October 4, 2004, an affiliate of KKR and affiliates of DLJMBP III completed the Transactions, which created a marketing and publishing services enterprise through the consolidation of Jostens, Von Hoffmann and Arcade. The Transactions were accounted for as a combination of interests under common control.

Prior to the Transactions, Von Hoffmann and Arcade were each controlled by affiliates of DLJ Merchant Banking Partners II, L.P., and DLJMBP III owned approximately 82.5% of Holdco’s outstanding equity, with the remainder held by other co-investors and certain members of management. Upon consummation of the Transactions, an affiliate of KKR invested $256.1 million and was issued equity interests representing approximately 49.6% of Holdco’s voting interest and 45.0% of Holdco’s economic interest, while affiliates of DLJMBP III held equity interests representing approximately 41.0% of Holdco’s voting interest and 45.0% of Holdco’s economic interest, with the remainder held by other co-investors and certain members of management. Approximately $175.6 million of the proceeds were distributed to certain stockholders, and

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certain treasury stock held by Von Hoffmann was redeemed. As of November 5, 2012, affiliates of KKR and DLJMBP III held approximately 49.2% and 41.1%, respectively, of Holdco’s voting interest, while each continued to hold approximately 44.7% of Holdco’s economic interest. As of November 5, 2012, the other co-investors held approximately 8.4% of the voting interest and 9.1% of the economic interest of Holdco, and members of management held approximately 1.3% of the voting interest and approximately 1.5% of the economic interest of Holdco (exclusive of exercisable options). Visant is an indirect wholly owned subsidiary of Holdco.

CRITICAL ACCOUNTING POLICIES

The preparation of interim financial statements involves the use of certain estimates that differ from those used in the preparation of annual financial statements, the most significant of which relate to income taxes. For purposes of preparing our interim financial statements, we utilize an estimated annual effective tax rate based on estimates of the components that impact the tax rate. Those components are re-evaluated each interim period, and, if changes in our estimates are significant, we modify our estimate of the annual effective tax rate and make any required adjustments in the interim period.

There have been no material changes to our critical accounting policies and estimates as described in Part I, Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations, of our Annual Report on Form 10-K for the fiscal year ended December 31, 2011.

Recently Adopted Accounting Pronouncements

In December 2010, the Financial Accounting Standards Board (“FASB”) amended its authoritative guidance related to Step 1 of the goodwill impairment test for reporting units with zero or negative carrying amounts. For those reporting units, an entity is required to perform Step 2 of the goodwill impairment test if it is more-likely-than-not that a goodwill impairment exists. In determining whether it is more-likely-than-not that a goodwill impairment exists, consideration should be made as to whether there are any adverse qualitative factors indicating that an impairment may exist. This guidance became effective for the first reporting period beginning after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In December 2010, the FASB amended its authoritative guidance related to business combinations entered into by an entity that is material on an individual or aggregate basis. These amendments clarify existing guidance that, if an entity presents comparative financial statements that include a material business combination, the entity should disclose revenue and earnings of the combined entity as though the business combination that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period. The amendments also require expanded supplemental pro forma disclosures to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. This guidance became effective, on a prospective basis, for business combinations for which the acquisition date is on or after the first annual reporting period after December 15, 2010. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In May 2011, the FASB issued Accounting Standards Update 2011-04 (“ASU 2011-04”) which generally provides a uniform framework for fair value measurements and related disclosures between GAAP and the International Financial Reporting Standards (“IFRS”). Additional disclosure requirements in ASU 2011-04 include: (1) for Level 3 fair value measurements, quantitative information about unobservable inputs used, a description of the valuation processes used by the entity and a qualitative discussion about the sensitivity of the measurements to changes in the unobservable inputs, (2) for an entity’s use of a nonfinancial asset that is different from the asset’s highest and best use, the reason for the difference, (3) for financial instruments not measured at fair value but for which disclosure of fair value is required, the fair value hierarchy level in which the fair value measurements were determined and (4) the disclosure of all transfers between Level 1 and Level 2 of the fair value hierarchy. ASU 2011-04 became effective for interim and annual periods beginning on or after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In June 2011, the FASB issued Accounting Standards Update 2011-05 (“ASU 2011-05”) which revises the manner in which entities present comprehensive income in their financial statements. This new guidance amends existing guidance by allowing only two options for presenting the components of net income and other comprehensive income: (1) in a single continuous financial statement, referred to as the statement of comprehensive income, or (2) in two separate but consecutive financial statements, consisting of an income statement followed by a separate statement of other comprehensive income. Also, items that are reclassified from other comprehensive income to net income must be presented on the face of the financial statements. ASU 2011-05 became effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

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In September 2011, the FASB issued Accounting Standards Update 2011-08 (“ASU 2011-08”) which gives entities testing goodwill for impairment the option of performing a qualitative assessment before calculating the fair value of a reporting unit in Step 1 of the goodwill impairment test. If an entity determines, on the basis of qualitative factors, that the fair value of a reporting unit is, more likely than not, less than the carrying amount for such reporting unit, then the two-step goodwill impairment test would be required. Otherwise, further goodwill impairment testing would not be required. Companies are not required to perform the qualitative assessment for any reporting unit in any period and may proceed directly to Step 1 of the goodwill impairment test. A company that validates its conclusion by measuring fair value can resume performing the qualitative assessment in any subsequent period. ASU 2011-08 became effective for annual and interim goodwill impairment tests performed with respect to fiscal years beginning after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In September 2011, the FASB issued Accounting Standards Update 2011-09 (“ASU 2011-09”) which amends ASC 715-80 by increasing the quantitative and qualitative disclosures an employer is required to provide about its participation in significant multiemployer plans that offer pension or other postretirement benefits. The objective of ASU 2011-09 is to enhance the transparency of disclosures about (1) the significant multiemployer plans in which an employer participates, (2) the level of the employer’s participation in those plans, (3) the financial health of the plans and (4) the nature of the employer’s commitments to the plans. ASU 2011-09 is effective for fiscal years ending after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

In December 2011, the FASB issued Accounting Standards Update 2011-12 (“ASU 2011-12”) which defers certain provisions of ASU 2011-05. One provision of ASU 2011-05 required entities to present reclassification adjustments out of accumulated other comprehensive income by component in both the statement in which net income is presented and the statement in which other comprehensive income is presented (for both interim and annual financial statements). This requirement is indefinitely deferred under ASU 2011-12 and will be further deliberated by the FASB at a future date. During the deferral period, all entities are required to comply with existing requirements for reclassification adjustments in Accounting Standards Codification 220, Comprehensive Income, which indicates that “[a]n entity may display reclassification adjustments on the face of the financial statement in which comprehensive income is reported, or it may disclose reclassification adjustments in the notes to the financial statements.” The effective date of ASU 2011-12 for public entities is for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2011. The Company’s adoption of this guidance did not have a material impact on its financial statements.

On July 27, 2012, the FASB issued Accounting Standards Update 2012-02 (“ASU 2012-02”) which amends the guidance on testing indefinite-lived intangible assets, other than goodwill, for impairment. Under ASU 2012-02, an entity testing an indefinite-lived intangible asset, other than goodwill, for impairment has the option of performing a qualitative assessment before calculating the fair value of the asset. Although ASU 2012-02 revises the examples of events and circumstances that an entity should consider in interim periods, it does not revise the requirements to test (1) indefinite-lived intangible assets annually for impairment and (2) between annual tests if there is a change in events or circumstances. ASU 2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. The Company is currently evaluating the impact and disclosure under this guidance but does not expect this standard to have a material impact, if any, on its financial statements.

RESULTS OF OPERATIONS

Three Months Ended September 29, 2012 Compared to the Three Months Ended October 1, 2011

The following table sets forth selected information derived from our Condensed Consolidated Statements of Operations and Comprehensive Loss for the three-month periods ended September 29, 2012 and October 1, 2011. In the text below, amounts and percentages have been rounded and are based on the amounts in our condensed consolidated financial statements.

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	Three months ended
In thousands	September 29, 2012			October 1, 2011			$ Change			% Change
Net sales	$	206,899		$	227,635		$	(20,736	)		(9.1	%)
Cost of products sold		109,394			122,253			(12,859	)		(10.5	%)
Gross profit		97,505			105,382			(7,877	)		(7.5	%)
% of net sales		47.1	%		46.3	%
Selling and administrative expenses		87,467			89,458			(1,991	)		(2.2	%)
% of net sales		42.3	%		39.3	%
Gain on disposal of fixed assets		(149	)		(34	)		(115	)		NM
Special charges		1,938			835			1,103			NM
Operating income		8,249			15,123			(6,874	)		(45.5	%)
% of net sales		4.0	%		6.6	%
Interest expense, net		39,453			39,549			(96	)		(0.2	%)
Loss before income taxes		(31,204	)		(24,426	)		(6,778	)
Benefit from income taxes		(11,753	)		(12,157	)		404			3.3	%
Net loss	$	(19,451	)	$	(12,269	)	$	(7,182	)		(58.5	%)

NM = Not meaningful

Our business is managed on the basis of three reportable segments: Scholastic, Memory Book and Marketing and Publishing Services. The following table sets forth selected segment information derived from our Condensed Consolidated Statements of Operations and Comprehensive Loss for the three-month periods ended September 29, 2012 and October 1, 2011. For additional financial information about our operating segments, see Note 16,Business Segments, to the condensed consolidated financial statements.

	Three months ended
In thousands	September 29, 2012			October 1, 2011			$ Change			% Change
Net sales
Scholastic	$	41,740		$	48,967		$	(7,227	)		(14.8	%)
Memory Book		66,481			72,708			(6,227	)		(8.6	%)
Marketing and Publishing Services		98,882			105,960			(7,078	)		(6.7	%)
Inter-segment eliminations		(204	)		—			(204	)		NM
Net sales	$	206,899		$	227,635		$	(20,736	)		(9.1	%)
Operating (loss) income
Scholastic	$	(17,052	)	$	(16,280	)	$	(772	)		(4.7	%)
Memory Book		11,246			12,441			(1,195	)		(9.6	%)
Marketing and Publishing Services		14,055			18,962			(4,907	)		(25.9	%)
Operating income	$	8,249		$	15,123		$	(6,874	)		(45.5	%)
Depreciation and amortization
Scholastic	$	7,729		$	7,372		$	357			4.8	%
Memory Book		9,503			9,568			(65	)		(0.7	%)
Marketing and Publishing Services		8,037			8,439			(402	)		(4.8	%)
Depreciation and amortization	$	25,269		$	25,379		$	(110	)		(0.4	%)

NM = Not meaningful

33

Net Sales.Consolidated net sales decreased $20.7 million, or 9.1%, to $206.9 million for the third fiscal quarter ended September 29, 2012 compared to $227.6 million for the third fiscal quarter of ended October 1, 2011.

Net sales for the Scholastic segment were $41.7 million for the third fiscal quarter of 2012, a decrease of 14.8%, compared to $49.0 million for the third fiscal quarter of 2011. This decrease was primarily attributable to $4.5 million of lower volume in our professional championship jewelry products when compared to the prior year comparable period. Also contributing to the decline was lower sales volume of class rings.

Net sales for the Memory Book segment were $66.5 million for the third fiscal quarter of 2012, a decrease of 8.6%, compared to $72.7 million for the third fiscal quarter of 2011. This decrease was primarily attributable to lower volume in the quarter, including due to a shift in the timing of shipments of yearbooks to the fourth quarter of 2012 from the third quarter of 2012.

Net sales for the Marketing and Publishing Services segment decreased $7.1 million, or 6.7%, to $98.9 million from $106.0 million for the third fiscal quarter of 2011. This decrease was attributable to lower volume in our direct mail and publishing services operations partially offset by higher volume in our sampling operations.

Gross Profit. Consolidated gross profit decreased $7.9 million, or 7.5%, to $97.5 million for the three months ended September 29, 2012 from $105.4 million for the three-month period ended October 1, 2011. As a percentage of net sales, gross profit margin for the three months ended September 29, 2012 increased to 47.1% from 46.3% for the comparative period in 2011. This increase in gross profit margin was primarily due to higher overall prices in our jewelry business and cost savings from the consolidation of certain facilities in our Memory Book segment. Partially offsetting this favorable impact was higher pension expense.

Selling and Administrative Expenses. Selling and administrative expenses decreased $2.0 million, or 2.2 %, to $87.5 million for the three months ended September 29, 2012 from $89.5 million for the corresponding period in 2011. This decrease was primarily the result of a decrease in sales commissions of $1.4 million driven by lower overall sales in our Jostens business. As a percentage of net sales, selling and administrative expenses increased to 42.3% for the third fiscal quarter of 2012 from 39.3% for the prior year comparable period. This increase as a percentage of net sales was primarily due to lower overall sales year-over-year.

Special Charges.During the three months ended September 29, 2012, the Company recorded $0.6 million of restructuring costs and $1.4 million of other special charges. Restructuring costs consisted of $0.4 million of severance and related benefits associated with the consolidation of Jostens’ Topeka, Kansas facility, which is expected to be substantially completed by early 2013, and $0.2 million of severance and related benefits in the Marketing and Publishing Services segment associated with reductions in force. Other special charges consisted of $1.4 million of non-cash asset impairment charges in the Memory Book segment associated with the consolidation of Jostens’ Topeka, Kansas facility. There was one associated employee headcount reduction related to the above actions in the Marketing and Publishing Services segment.

During the three months ended October 1, 2011, the Company recorded $0.5 million of restructuring costs and $0.3 million of other special charges. Restructuring costs consisted of $0.1 million of severance and related benefits associated with reductions in force in each of the Memory Book and Scholastic segments. Also included in restructuring costs was $0.3 million of severance and related benefits associated with the elimination of certain corporate management positions. Other special charges consisted of $0.3 million of non-cash asset impairment charges associated with the closure of the Milwaukee, Wisconsin facility in the Marketing and Publishing Services segment.

Operating Income.As a result of the foregoing, consolidated operating income decreased $6.9 million to $8.2 million for the three months ended September 29, 2012 compared to $15.1 million for the comparable period in 2011. As a percentage of net sales, operating income decreased to 4.0% for the second fiscal quarter of 2012 from 6.6% for the same period in 2011.

34

Net Interest Expense.Net interest expense was comprised of the following:

	Three months ended
In thousands	September 29, 2012		October 1, 2011			$ Change			% Change
Interest expense	$	36,342	$	36,359		$	(17	)		(0.0	%)
Amortization of debt discount, premium and deferred financing costs		3,111		3,219			(108	)		(3.4	%)
Interest income		—		(29	)		29			NM
Interest expense, net	$	39,453	$	39,549		$	(96	)		(0.2	%)

NM = Not meaningful

Net interest expense was essentially flat when compared to the prior year comparable period.

Income Taxes. We recorded an income tax benefit for the three months ended September 29, 2012 based on our best estimate of the consolidated effective tax rate applicable for the entire year and giving effect to tax adjustments considered a period expense or benefit. The effective tax rates for the three months ended September 29, 2012 and October 1, 2011 were 37.7% and 49.8%, respectively. The difference in quarterly rates of tax benefit was due to the effect of third quarter tax adjustments considered a period expense for the quarter ended September 29, 2012 and tax adjustments considered a period benefit for the quarter ended October 1, 2011.

Net Loss. As a result of the aforementioned items, we reported a net loss of $19.5 million for the three months ended September 29, 2012 compared to a net loss of $12.3 million for the three months ended October 1, 2011.

Nine Months Ended September 29, 2012 Compared to the Nine Months Ended October 1, 2011

The following table sets forth selected information derived from our Condensed Consolidated Statements of Operations and Comprehensive Loss for the nine-month periods ended September 29, 2012 and October 1, 2011. In the text below, amounts and percentages have been rounded and are based on the amounts in our condensed consolidated financial statements.

	Nine months ended
In thousands	September 29, 2012			October 1, 2011			$ Change			% Change
Net sales	$	930,357		$	971,521		$	(41,164	)		(4.2	%)
Cost of products sold		434,118			447,871			(13,753	)		(3.1	%)
Gross profit		496,239			523,650			(27,411	)		(5.2	%)
% of net sales		53.3	%		53.9	%
Selling and administrative expenses		320,574			335,343			(14,769	)		(4.4	%)
% of net sales		34.5	%		34.5	%
Gain on disposal of fixed assets		(2,315	)		(459	)		(1,856	)		NM
Special charges		10,630			12,349			(1,719	)		NM
Operating income		167,350			176,417			(9,067	)		(5.1	%)
% of net sales		18.0	%		18.2	%
Interest expense, net		118,372			121,774			(3,402	)		(2.8	%)
Income before income taxes		48,978			54,643			(5,665	)		(10.4	%)
Provision for income taxes		21,953			24,835			(2,882	)		(11.6	%)
				��
Net income	$	27,025		$	29,808		$	(2,783	)		(9.3	%)

NM = Not meaningful

35

Our business is managed on the basis of three reportable segments: Scholastic, Memory Book and Marketing and Publishing Services. The following table sets forth selected segment information derived from our Condensed Consolidated Statements of Operations and Comprehensive Loss for the nine-month periods ended September 29, 2012 and October 1, 2011. For additional financial information about our operating segments, see Note 16,Business Segments, to the condensed consolidated financial statements.

	Nine months ended
In thousands	September  29, 2012			October  1, 2011			$ Change			% Change
Net sales
Scholastic	$	325,078		$	340,933		$	(15,855	)		(4.7	%)
Memory Book		329,569			347,114			(17,545	)		(5.1	%)
Marketing and Publishing Services		276,192			283,503			(7,311	)		(2.6	%)
Inter-segment eliminations		(482	)		(29	)		(453	)		NM
Net sales	$	930,357		$	971,521		$	(41,164	)		(4.2	%)
Operating income
Scholastic	$	25,586		$	23,815		$	1,771			7.4	%
Memory Book		111,388			117,742			(6,354	)		(5.4	%)
Marketing and Publishing Services		30,376			34,860			(4,484	)		(12.9	%)
Operating income	$	167,350		$	176,417		$	(9,067	)		(5.1	%)
Depreciation and amortization
Scholastic	$	23,570		$	23,420		$	150			0.6	%
Memory Book		28,712			29,461			(749	)		(2.5	%)
Marketing and Publishing Services		24,558			25,570			(1,012	)		(4.0	%)
Depreciation and amortization	$	76,840		$	78,451		$	(1,611	)		(2.1	%)

NM = Not meaningful

Net Sales.Consolidated net sales decreased $41.2 million, or 4.2%, to $930.4 million for the nine months ended September 29, 2012 compared to $971.5 million for the prior year comparable period. Included in consolidated net sales for the nine-month period ended September 29, 2012 were approximately $2.9 million of incremental sales attributed to acquisitions. Excluding the impact of these acquisitions, consolidated net sales decreased $44.1 million, a decline of 4.5%, for the nine months ended September 29, 2012 compared to the prior year comparable period.

Net sales for the Scholastic segment for the nine-month period ended September 29, 2012 decreased by $15.9 million, or 4.7%, to $325.1 million compared to $340.9 million for the nine-month period ended October 1, 2011. This decrease was primarily attributable to lower overall volume in our jewelry and announcement products, as well as a shift in jewelry sales metal mix to lower priced metals.

Net sales for the Memory Book segment were $329.6 million for the nine-month period ended September 29, 2012, a decrease of 5.1%, compared to $347.1 million for the nine-month period ended October 1, 2011. This decrease was primarily attributable to lower volume, including due to a shift in timing of shipments of yearbooks to the fourth quarter of 2012 from the third quarter of 2012.

Net sales for the Marketing and Publishing Services segment decreased to $276.2 million for the nine-month period ended September 29, 2012, a decrease of 2.6%, compared to $283.5 million during the nine-month period ended October 1, 2011. This decrease was primarily attributable to lower volume in our publishing services business (including as a result of the cessation of production of overhead transparency products in September 2011) and direct mail operations, partially offset by higher volume in our sampling operations.

Gross Profit. Consolidated gross profit decreased $27.4 million, or 5.2%, to $496.2 million for the nine months ended September 29, 2012 from $523.7 million for the nine-month period ended October 1, 2011. As a percentage of net sales, gross profit margin decreased slightly to 53.3% for the nine months ended September 29, 2012 from 53.9% for the comparative period in 2011. The decrease in gross profit was primarily due to lower overall volume in our Memory Book and Scholastic segments and the continued shift in jewelry sales metal mix to lower priced metals and higher precious metal costs in our Scholastic segment.

36

Selling and Administrative Expenses. Selling and administrative expenses decreased $14.8 million, or 4.4%, to $320.6 million for the nine months ended September 29, 2012 from $335.3 million for the corresponding period in 2011. This decrease reflects lower stock-based compensation of $6.1 million and the absence of costs of approximately $3.8 million associated with the Repricing that were included in our results for the first nine months of fiscal 2011. Excluding the impact of stock-based compensation and the costs associated with the Repricing, selling and administrative expenses decreased $4.9 million to $320.2 million for the first nine months of fiscal 2012 and, as a percentage of net sales, increased slightly to 34.4% for the nine months ended September 29, 2012 from 33.5% for the comparative period in 2011. This increase as a percentage of net sales was primarily attributable to lower overall sales.

Special Charges.During the nine-month period ended September 29, 2012, the Company recorded $8.9 million of restructuring costs and $1.8 million of other special charges. Restructuring costs consisted of $5.9 million, $2.2 million and $0.9 million of severance and related benefits associated with the consolidation of Jostens’ Topeka, Kansas facility in the Memory Book segment, which is expected to be substantially completed by early 2013, and reductions in force in the Marketing and Publishing Services and Scholastic segments, respectively. Other special charges consisted of $1.4 million and $0.4 million of non-cash asset impairment charges associated with the consolidation of certain facilities in the Memory Book and Marketing and Publishing Services segments, respectively. The associated employee headcount reductions related to the above actions were 374, 58 and 21 in the Memory Book, Marketing and Publishing Services and Scholastic segments, respectively.

During the nine-month period ended October 1, 2011, the Company recorded $7.7 million of restructuring costs and $4.6 million of other special charges. Restructuring costs consisted of $4.5 million, $2.2 million and $0.7 million of severance and related benefits associated with reductions in force in the Memory Book, Scholastic and Marketing and Publishing Services segments, respectively, and $0.3 million of severance and related benefits associated with the elimination of certain corporate management positions. Other special charges consisted of $2.2 million of non-cash asset related impairment charges associated with the consolidation of certain facilities in the Memory Book segment and $2.4 million of non-cash asset related impairment charges associated with the closure of the Milwaukee, Wisconsin facility in the Marketing and Publishing Services segment. The associated employee headcount reductions related to the above actions were 234, 137 and 29 in the Memory Book, Scholastic and Marketing and Publishing Services segments, respectively.

Operating Income.As a result of the foregoing, consolidated operating income decreased $9.0 million to $167.4 million for the nine months ended September 29, 2012 compared to $176.4 million for the comparable period in 2011. As a percentage of net sales, operating income was 18.0% and 18.2% for the nine-month periods ended September 29, 2012 and October 1, 2011, respectively.

Net Interest Expense.Net interest expense was comprised of the following:

	Nine months ended
In thousands	September 29, 2012			October 1, 2011			$ Change			% Change
Interest expense	$	109,208		$	112,975		$	(3,767	)		(3.3	%)
Amortization of debt discount, premium and deferred financing costs		9,209			8,868			341			3.8	%
Interest income		(45	)		(69	)		24			NM
Interest expense, net	$	118,372		$	121,774		$	(3,402	)		(2.8	%)

NM = Not meaningful

Net interest expense decreased $3.4 million to $118.4 million for the nine months ended September 29, 2012 compared to $121.8 million for the comparative prior year period, primarily due to lower borrowings as a result of the $60.0 million voluntary pre-payment we made under the Term Loan Credit Facility in December 2011.

Income Taxes. We recorded an income tax provision for the nine months ended September 29, 2012 based on our best estimate of the consolidated effective tax rate applicable for the entire year and giving effect to tax adjustments considered a period expense or benefit. The effective tax rates for the nine months ended September 29, 2012 and October 1, 2011 were 44.8% and 45.4%, respectively. The decrease in the effective tax rate from 2011 to 2012 was primarily due to reduced state

37

income taxes related to tax credits in connection with the consolidation of facilities in the Memory Book segment. Our income tax rate continues to be unfavorably impacted by the loss of the domestic manufacturing deduction and the higher cost of foreign earnings repatriations due to our anticipated taxable loss position for 2012 after carrying forward prior year U.S. federal net operating losses reported by Holdco.

Net Income. As a result of the above, net income decreased $2.8 million to $27.0 million for the nine months ended September 29, 2012 compared to net income of $29.8 million for the nine months ended October 1, 2011.

LIQUIDITY AND CAPITAL RESOURCES

The following table presents cash flow activity for the first nine months of fiscal 2012 and 2011 and should be read in conjunction with our Condensed Consolidated Statements of Cash Flows.

	Nine months ended
In thousands	September 29, 2012			October 1, 2011
Net cash provided by (used in) operating activities	$	5,797		$	(3,407	)
Net cash used in investing activities		(42,161	)		(42,602	)
Net cash provided by financing activities		59,766			23,571
Effect of exchange rate changes on cash		(256	)		(420	)
Increase (decrease) in cash and cash equivalents	$	23,146		$	(22,858	)

For the nine months ended September 29, 2012, cash provided by operating activities was $5.8 million compared with cash used in operating activities of $3.4 million for the comparable prior year period. The increase in cash provided by operating activities of $9.2 million was attributable to the timing of cash interest payments and lower working capital requirements.

Net cash used in investing activities for the nine months ended September 29, 2012 was $42.2 million compared with $42.6 million for the comparative 2011 period. Our capital expenditures relating to purchases of property, plant and equipment were $43.0 million and $42.3 million for the nine months ended September 29, 2012 and October 1, 2011, respectively.

Net cash provided by financing activities for the nine months ended September 29, 2012 was $59.8 million, compared with $23.6 million for the comparable 2011 period. Net cash provided by financing activities for the nine months ended September 29, 2012 primarily consisted of $61.0 million of net short-term borrowings under the Revolving Credit Facility, offset somewhat by $1.3 million of net repayments of long-term debt related to equipment financing arrangements and capital lease obligations. Net cash provided by financing activities for the nine months ended October 1, 2011 primarily consisted of $52.0 million of net short-term borrowings under the Revolving Credit Facility, offset somewhat by $11.9 million of net repayments of long-term debt and $16.6 million related to debt financing costs and related expenses from the Repricing described below.

On March 1, 2011, Visant announced the completion of the Repricing providing for the incurrence of new term loans in an aggregate principal amount of $1,246.9 million, with the proceeds of the new term loans, together with cash on hand, being used to repay the then existing term B loans outstanding in full. The amended Term Loan Credit Facility provides for an interest rate for each term loan based upon LIBOR or an ABR plus a spread of 4.00% or 3.00%, respectively, with a 1.25% LIBOR floor. In connection with the amendment, Visant was required to pay a prepayment premium of 1% of the outstanding principal amount of the Term Loan Credit Facility along with certain other fees and expenses.

In the fourth quarter of 2011, we entered into the Swap Transactions in an aggregate initial notional principal amount of $600.0 million with respect to our variable rate term loan indebtedness under the Credit Facilities. Each of the Swap Transactions had an effective date of January 3, 2012 and a maturity date of July 5, 2016, and is designed to mitigate the effect of increases in interest rates between the effective date of the Swap Transactions and their maturity or earlier termination. See Note 11,Derivative Financial Instruments and Hedging Activities,for further details.

38

We use cash generated from operations primarily for debt service obligations and capital expenditures and to fund other working capital requirements. In assessing our liquidity, we review and analyze our current cash on-hand, the number of days our sales are outstanding and capital expenditure commitments. Our ability to make scheduled payments of principal, or to pay the interest on, or to refinance our indebtedness, or to fund planned capital expenditures will depend on our future operating performance. Future principal debt payments are expected to be paid out of cash flows from operations, cash on- hand and, if consummated, future financings. Based upon the current level of operations, management expects our cash flows from operations along with availability under our Credit Facilities will provide sufficient liquidity to fund our obligations, including our projected working capital requirements, debt interest and retirement obligations and related costs, and capital spending for the foreseeable future. To the extent we make future acquisitions, we may require new sources of funding, including additional debt or equity financing or some combination thereof.

We experience seasonal fluctuations in our net sales and cash flow from operations, tied primarily to the North American school year. In particular, Jostens generates a significant portion of its annual net sales in the second quarter in connection with the delivery of caps, gowns and diplomas for spring graduation ceremonies and spring deliveries of school yearbooks, and a significant portion of its annual cash flow in the fourth quarter is driven by the receipt of customer deposits in our Scholastic and Memory Book segments. The net sales of our sampling and other direct mail and commercial printed products have also historically reflected seasonal variations, and we generate a majority of the annual net sales in this segment during the third and fourth quarters, including based on the timing of customers’ advertising campaigns which have traditionally been concentrated prior to the Christmas and spring holiday seasons. Based on the seasonality of our cash flow, we traditionally borrow under our Revolving Credit Facility during the third quarter to fund general working capital needs during this period of time when schools are generally not in session and orders are not being placed, and repay the amount borrowed for general working capital purposes in the fourth quarter when customer deposits in the Scholastic and Memory Book segments are received and customers’ advertising campaigns in anticipation of the holiday season generally increase.

We have substantial debt service requirements and are highly leveraged. As of September 29, 2012, we had total indebtedness of $1,997.0 million (exclusive of $11.9 million of standby letters of credit outstanding and $16.7 million of original issue discount related to the Term Loan Credit Facility), including $1,174.4 million outstanding under the Term Loan Credit Facility, $750.0 million aggregate principal amount outstanding under the Senior Notes, $11.5 million of outstanding borrowings under capital lease and equipment financing arrangements and $61.0 million outstanding under the Revolving Credit Facility, including $2.0 million which relates to borrowings under our Canadian credit facility. Our cash and cash equivalents as of September 29, 2012 totaled $59.2 million. As of September 29, 2012, we were in compliance with the financial covenants under our outstanding material debt obligations, including our consolidated total debt to consolidated EBITDA covenant. Our principal sources of liquidity are cash flows from operating activities and available borrowings under the Credit Facilities, which included $102.1 million of available borrowings (net of standby letters of credit) under the $175.0 million Revolving Credit Facility as of September 29, 2012.

Our liquidity and our ability to fund our capital requirements will depend on the credit markets and our financial condition. The extent of any impact of credit market conditions on our liquidity and ability to fund our capital requirements or to undertake future financings will depend on several factors, including our operating cash flows, credit conditions, our credit ratings and credit capacity, the cost of financing and other general economic and business conditions that are beyond our control. If those factors significantly change or other unexpected factors adversely affect us, our business may not generate sufficient cash flows from operations or we may not be able to obtain future financings to meet our liquidity needs. Any refinancing of our debt could be on less favorable terms, including becoming subject to higher interest rates. In addition, the terms of existing or future debt instruments, including the Credit Facilities and the Indenture, may restrict certain of our alternatives. We anticipate that, to the extent additional liquidity is necessary to fund our operations or make additional acquisitions, it would be funded through borrowings under our Revolving Credit Facility, the incurrence of other indebtedness, additional equity issuances or a combination of these potential sources of liquidity. The possibility of consummating any such financing will be subject to conditions in the capital markets at such time. We may not be able to obtain this additional liquidity when needed on terms acceptable to us or at all.

As market conditions warrant, we and our Sponsors, including KKR and DLJMBP III and their affiliates, may from time to time redeem or repurchase debt securities, in privately negotiated or open market transactions, by tender offer, exchange offer or otherwise subject to the terms of applicable contractual restrictions and the applicable provisions of the Securities Act. We cannot give any assurance as to whether or when such repurchases or exchanges will occur and at what price.

39

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There were no material changes in our exposure to market risk during the quarter ended September 29, 2012. During the first nine months of 2012, the price of gold remained at historically high levels. To mitigate continued volatility and the impact on our manufacturing costs, we have entered into purchase commitments which we believe will cover all of our needs for the remainder of 2012 and a portion of 2013. For additional information, refer to the discussion under Part I, Item 1., Note 12,Commitments and Contingencies and Part I, Item 2,Management’s Discussion and Analysis of Financial Condition and Results of Operations – General, elsewhere in this report and Part II, Item 7A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2011.

ITEM 4. CONTROLS AND PROCEDURES

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Our management, under the supervision of our Chief Executive Officer and Senior Vice President, Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, our Chief Executive Officer and Senior Vice President, Chief Financial Officer concluded that our disclosure controls and procedures are effective as of the end of the period covered by this report.

During the quarter ended September 29, 2012, there was no change in our internal control over financial reporting that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Neither Visant’s nor Holdco’s equity securities are registered pursuant to Section 12 of the Exchange Act. For the third fiscal quarter ended September 29, 2012, neither we nor Holdco issued or sold any equity securities, except that on August 9, 2012, Holdco granted 40,000 options to purchase Class A Common Stock, subject to vesting, to an officer of a subsidiary of Visant under the 2004 Plan in accordance with Section 4(2) of the Securities Act of 1933, as amended.

ITEM 5. OTHER INFORMATION

The Company makes the following disclosure that otherwise would be made on a Form 8-K:

The Company has implemented a 2012 long-term phantom share incentive program with certain Jostens’ key employees. The program provides for the grant of phantom shares to the participating employee which are subject to vesting and other terms and conditions and restrictions of the share award, including meeting certain performance metrics and continued employment. The grants will be settled in cash in a lump sum amount based on the fair market value of the Visant Holding Corp. Class A Common Stock and the number of shares in which the executive has vested, following the end of fiscal year 2014 (which occurs on January 3, 2015). In the case of a limited number of certain senior executives, absent a change of control prior to January 3, 2015, payment with respect to a portion of the lump sum payment in respect of performance award in which the executive vests as of the end of fiscal year 2014 will not be due until the earlier of a change in control or early 2016 (and not later than March 15, 2016). The awards provide for certain vesting and settlement of the vested award following the occurrence of certain termination of employment events prior to January 3, 2015, as described therein. Shares not vested, including if the respective performance target is not achieved, are forfeited without payment. The awards are also subject to certain covenants by the employee as to confidentiality, non-competition and non-solicitation to which the employee is bound during his or her employment and for two years following a separation of service. A form of the award letter agreement is filed as Exhibit 10.1 to this Form 10-Q, and the foregoing is qualified by the terms of such award letters.

40

ITEM 6. EXHIBITS

3.1(1)	Amended and Restated Certificate of Incorporation of Visant Corporation (f/k/a Ring IH Corp.).
3.2(2)	Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Visant Corporation.
3.3(1)	By-Laws of Visant Corporation.
10.1	Form of 2012 Jostens, Inc. Long-Term Incentive Award Letter.*
31.1	Certification of President and Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for Visant Corporation.
31.2	Certification of Senior Vice President, Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for Visant Corporation.
32.1	Certification of President and Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for Visant Corporation.
32.2	Certification of Senior Vice President, Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for Visant Corporation.
101	The following materials from Visant’s Quarterly Report on Form 10-Q for the quarter ended September 29, 2012 formatted in XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Statement of Operations and Comprehensive Loss (ii) the Condensed Consolidated Balance Sheets, (iii) the Condensed Consolidated Statements of Cash Flows, and (iv) Notes to the Condensed Consolidated Financial Statements.

(1) Incorporated by reference to Visant Corporation’s Form S-4 (file no. 333-120386), filed on November 12, 2004.

(2) Incorporated by reference to Visant Holding Corp.’s Form 10-K, filed on April 1, 2005.

* Management contract or compensatory plan or arrangement.

41

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 thereunto duly authorized.

	VISANT CORPORATION
Date: November 13, 2012	/s/ Marc L. Reisch
	Marc L. Reisch
	President and
	Chief Executive Officer
	(principal executive officer)
Date: November 13, 2012	/s/ Paul B. Carousso
	Paul B. Carousso
	Senior Vice President, Chief Financial Officer
	(principal financial and accounting officer)

Exhibit 10.1

Visant Holding Corp.

(Jostens Award Letter)

Dated as of November 12, 2012

[Name]

c/o Jostens, Inc.

3601 Minnesota Drive, Suite 400

Minneapolis, MN 55435

Dear [First Name]:

Visant Holding Corp. (“VHC”) and its Subsidiaries (collectively, the“Company”) consider it essential to continue to provide incentives for key personnel of the Company to remain employed with the Company and focused on achieving a high level of performance aligned with the interests of the stockholders of VHC.

On behalf of the Board of Directors of VHC (the“Board”), I am pleased to inform you that you have been selected to receive an Award, subject in all instances to the terms and conditions of this Award Letter,and to your agreement to be bound by the covenants contained in Section 7 below. In consideration of the foregoing, you and the Company agree to the following:

Section 1.Definitions. As used in this Award Letter, the following terms shall have the meanings set forth below:

“Account” means a notional account maintained by the Company for you for purposes of determining amounts that will be payable to you, subject to the terms of this Award Letter.

“Affiliate” means with respect to any Person, any entity directly or indirectly controlling, controlled by or under common control with such Person.

“Applicable Determination Date” means the date as of which the Fair Market Value shall be determined for purposes of Section 5 of this Award Letter.

“Award” means any award of shares of Phantom Stock made under Section 2, inclusive of both the Time Vesting Award and the Performance Vesting Award.

“Cause” means, “Cause” as such term may be defined in any employment agreement between you and VHC or any of its Subsidiaries or Affiliates (the “Employment Agreement”), or, if there is no such Employment Agreement, “Cause” shall mean (i) your willful and continued failure to perform your material duties with respect to the Company which continues beyond ten (10) days after a written demand for substantial performance is delivered to you by VHC of Jostens (the “Cure Period”), (ii) the willful or intentional engaging by you in conduct that causes material and demonstrable injury, monetarily or otherwise, to the Company, the Investors or their respective Affiliates, (iii) the commission by you of a crime constituting (A) a felony under the laws of the United States or any state thereof or (B) a misdemeanor involving moral turpitude, or (iv) a material breach of by you of this Award Letter or other agreements with the Company, including, without limitation, engaging in any action in breach of restrictive covenants, herein or therein, that continues beyond the Cure Period (to the extent that, in the Board’s reasonable judgment, such breach can be cured).

“Change in Control” means, (i) the sale (in one transaction or a series of transactions) of all or substantially all of the assets of VHC or Jostens, as applicable, to an Unaffiliated Person; (ii) a sale (in one transaction or a series of transactions) resulting in more than 50% of the voting

stock of VHC or Jostens, as applicable, being held by an Unaffiliated Person; (iii) a merger, consolidation, recapitalization or reorganization of VHC or Jostens, as applicable, with or into another Unaffiliated Person;if and only if any such event listed in clauses (i) through (iii) above results in the inability of the Investors, or any member or members of the Investors, to designate or elect a majority of the Board (or the board of directors of the resulting entity or its parent company). For purposes of this definition, the term “Unaffiliated Person” means any Person or “group” (as such term is used for purposes of Sections 13(d) or 14(d) of the Exchange Act) who is not (x) an Investor or any member of the Investors, (y) an Affiliate of any Investor or any member of any Investor, or (z) an entity in which any Investor, or any member of any Investor holds, directly or indirectly, a majority of the economic interests in such entity.

“Code” means the United States Internal Revenue Code of 1986, as amended.

“Committee” means the Compensation Committee of the Board (or, if no such committee is appointed, the Board).

“Common Stock” or “Share” means the Class A common stock, par value $0.01 per share, of VHC, which may be authorized but unissued, or issued and reacquired.

“Earned” has the meaning defined in Annex A of this Award Letter.

“Fair Market Value” means the price per share equal as of Fiscal Year End 2014 to (i) after a Public Offering but before a Qualified Public Offering (a) the average of the last sale price of the Common Stock on the applicable date on each stock exchange on which the Common Stock may at the time be listed or, (b) if there shall have been no sales on any such exchanges on the applicable date on any given day, the average of the closing bid and asked prices of the Common Stock on each such exchange on the applicable date or, (c) if there is no such bid and asked price on the applicable date, the average of the closing bid and asked prices of the Common Stock on the next preceding date when such bid and asked price occurred or, (d) if the Common Stock shall not be so listed, the closing sales price of the Common Stock as reported by NASDAQ on the applicable date in the over-the-counter market, (ii) following a Qualified Public Offering, the closing sale price of the Common Stock on the applicable date as reported on the primary exchange on which the Common Stock is traded (or, if no such sale occurs on the applicable date, such closing sale price as was reported on the next preceding date when such closing sale price occurred) or (iii) if there has been no Public Offering, the fair market value of the Common Stock as determined (x) in the good faith discretion of the Board after consultation with an independent investment banker or an internationally recognized accounting firm to determine the Fair Market Value and (y) without any premiums for control or discounts for minority interests or restrictions on transfer.

“Fiscal Year End 2014” means January 3, 2015.

“Good Reason” means “Good Reason” as such term is defined in the Employment Agreement, or if there is no such Employment Agreement, “Good Reason” shall mean (i) a reduction in your base salary or annual incentive compensation opportunity (other than a general reduction in base salary or annual incentive compensation opportunity that affects all members of senior management in substantially the same proportions,provided that your base salary is not reduced by more than 10%); (ii) a substantial reduction in your duties and responsibilities; or (iii) a transfer of your primary workplace by more than fifty miles from the current workplace, andprovided,further, that “Good Reason” shall cease to exist for any such event on the 60^th day following the later of its occurrence or your knowledge thereof, unless you have given VHC or Jostens written notice thereof prior to such date.

“Investors” means Fusion Acquisition LLC, a Delaware limited liability company (“Fusion”), and DLJ Merchant Banking Partners III, L.P., DLJ Offshore Partners III-1, C.V., DLJ Offshore Partners III-2, C.V., DLJ Offshore Partners III, C.V., DLJ MB Partners III GmbH & Co. KG, Millennium Partners II, L.P. MBP III Plan Investors, L.P (collectively, the “DLJMB Funds”).

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“Jostens” means Jostens, Inc., a Minnesota corporation and wholly owned Subsidiary of VHC.

“Performance Targets” means those Performance Targets set forth in Annex A of this Award Letter.

“Permanent Disability” means “Disability” as such term is defined in the Employment Agreement, or if there is no such Employment Agreement, “Permanent Disability” shall mean you becoming physically or mentally incapacitated and is therefore unable for a period of six (6) consecutive months or for an aggregate of nine (9) months in any eighteen (18) consecutive month period to perform substantially all of the material elements of your duties with VHC or any Subsidiary or Affiliate thereof. Any question as to the existence of the Permanent Disability of you as to which you (or your legal representative) and VHC or Jostens cannot agree shall be determined in writing by a qualified independent physician mutually acceptable to you (or your legal representative) and VHC or Jostens. If you (or your legal representative) and VHC or Jostens cannot agree as to a qualified independent physician, each shall appoint such a physician and those two physicians shall select a third who shall make such determination in writing. The determination of Permanent Disability made in writing to VHC or Jostens and you shall be final and conclusive for all purposes of this Agreement (such inability is hereinafter referred to as “Permanent Disability” or being “Permanently Disabled”).

“Person” means “person,” as such term is used for purposes of Section 13(d) or 14(d) of the Exchange Act.

“Phantom Stock” means the right to receive a payment based on the value of Common Stock in accordance with Section 5 hereto.

“Public Offering” means the sale of shares of Common Stock to the public subsequent to the date hereof pursuant to a registration statement under the Securities Act of 1933, as amended, which has been declared effective by the Securities and Exchange Commission (other than a registration statement on Form S-4, S-8 or any other similar form).

“Qualified Public Offering” means a Public Offering, which results in an active trading market of 25% or more of the Common Stock.

“Qualifying Termination” means the occurrence of a termination of your employment by the Company without Cause, by you with Good Reason, or due to your Permanent Disability or death.

“Service Recipient” means the Company, any Subsidiary of the Company, or any Affiliate of the Company that satisfies the definition of “service recipient” within the meaning of Treasury Regulation Section 1.409A-1 (or any successor regulation), with respect to which the person is a “service provider” (within the meaning of Treasury Regulation Section 1.409A-1(or any successor regulation).

“Subsidiary” means any corporation or other entity in an unbroken chain of corporations or other entities beginning with the Company if each of the corporations or other entities, or group of commonly controlled corporations or other entities, other than the last corporation or other entity in the unbroken chain then owns stock or other equity interests possessing 50% or more of the total combined voting power of all classes of stock or other equity interests in one of the other corporations or other entities in such chain.

“Vesting Reference Date” means January 1, 2012.

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Section 2.Award.

(a) The Company hereby grants you a number of shares of Phantom Stock, which equals the aggregate of [NUMBER] (the “Time Vesting Award”) and up to [NUMBER] (the “Performance Vesting Award”). The number of shares of Phantom Stock in respect of which you will ultimately receive payment hereunder is based on the vesting of the Award as provided in Section 3 below subject to your continued employment with the Company through the Vesting Event (as defined below).

(b) You shall not be vested in any portion of the Award by reason of having Phantom Stock credited to your Account unless the vesting conditions as set forth in Section 3 of this Award Letter are deemed satisfied by the Committee.

Section 3.Vesting and Settlement of Awards.

(a) Time Vesting Award.

(i) Vesting Conditions.

(A) You will become vested in 100% of the Time Vesting Award on January 3, 2015, so long as you remain employed with the Company through such date.

(B) Notwithstanding Section 3(a)(i)(A) above, if a Qualifying Termination occurs prior to January 3, 2015 and (x) prior to the occurrence of a Change in Control, you will become vested upon such Qualifying Termination in one-third of Time Vesting Award for each consecutive twelve-month period completed following the Vesting Reference Date; or (y) after a Change in Control, you will become vested in 100% of the Time Vesting Award upon such Qualifying Termination.

(ii) Settlement of Time Vesting Award.

(A) If the Time Vesting Award becomes vested pursuant to Section 3(a)(i)(A) above, the amount that will be payable under the Time Vesting Award shall be calculated pursuant to Section 5 below using an Applicable Determination Date of January 3, 2015, and such amount shall be paid as soon as practicable during the 2015 calendar year, regardless of whether you are employed upon the date of such payment.

(B) If the Time Vesting Award becomes vested pursuant to Section 3(a)(i)(B) above, the amount that will be payable under the Time Vesting Award shall be calculated pursuant to Section 5 below using an Applicable Determination Date that corresponds to the most recently preceding date for which the Board has determined the Fair Market Value (the “Board Valuation Date”), and such amount shall be paid as soon as administratively practicable following the date of such Qualifying Termination (but in no event later than March 15 of the calendar year following the calendar year in which such vesting date occurs).

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(b) Performance Vesting Award.

(i) Vesting Conditions.

(A) You will become vested in that portion, if any, of the Performance Vesting Award that has become Earned in accordance with the terms of Annex A of this Award Letter on January 3, 2015, so long as you remain employed with the Company through such date.

(B) Notwithstanding the foregoing, if, following a Change in Control, a Qualifying Termination occurs (x) prior to December 31, 2013, 50% of the Performance Vesting Award (which shall be deemed to have been fully Earned) will become vested, and (y) after December 31, 2013 but prior to January 3, 2015, 100% of the Performance Vesting Award (which shall be deemed to have been fully Earned) will become vested, in each case on the date of such Qualifying Termination.

(ii) Settlement of Performance Vesting Award.

(A) If the Performance Vesting Award becomes vested pursuant to Section 3(b)(i)(A) above, the amount that will be payable shall be calculated pursuant to Section 5 below using an Applicable Determination Date of January 3, 2015. Such amount shall be paid as follows: [ (i) twenty percent (20%) of such amount shall be paid as soon as practicable during the 2015 calendar year, and the remaining eighty percent (80%) of such amount shall be paid upon the earlier of (x) a Change in Control, if one occurs after January 3, 2015 but prior to March 15, 2016 or (y) during the 2016 calendar year (but not later than March 15, 2016), regardless of whether you are employed with the Company on the date of such payment or (ii) if there has been a Change in Control prior to January 3, 2015,]1 [one hundred percent (100%) of such amount] shall be paid as soon as practicable during the 2015 calendar year.

(B) If the Performance Vesting Award becomes vested pursuant to Section 3(b)(i)(B) above, the amount that will be payable shall be calculated pursuant to Section 5 below using an Applicable Determination Date that corresponds to the most recent Board Valuation Date preceding the date of such Qualifying Termination. One hundred percent (100%) of such amount shall be paid as soon as practicable after such Qualifying Termination (but in no event later than March 15 of the calendar year following the year in which such vesting date occurs).

(iii) Any portion of the Award that does not become vested pursuant to any of the provisions of Section 3(a) and/or 3(b), as applicable, will immediately be cancelled without payment in respect thereof following the first occurrence of any given vesting event described therein.

Section 4.Effect of non-Qualifying Termination of Employment. Except as otherwise set forth in Section 3(a) and 3(b), as applicable, above, in the event of any voluntary or involuntary termination of your employment with the Company at any time, any Award then outstanding and unvested shall be forfeited without payment therefor.

1 Applies to certain senior executives only.

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Section 5.Calculation of Payment of Awards; Form of Payment.

(a) The amounts that will be payable to you under this Award will be calculated, and any amounts payable in respect of this Award will be paid, in accordance with this Section 5, subject to your agreement to be bound by the covenants contained in Section 7 of this Award Letter. As an exception to the foregoing, the parties acknowledge and agree that an executive officer of VHC shall have the right, in his or her sole discretion, to reduce the scope of any covenant set forth in Section 7 of this Award Letter or any portion thereof, effective as to you immediately upon receipt by you of written notice thereof from the Company.

(b) Any portion of the Award that becomes vested under this Award Letter will become payable to you in an amount equal to the product of (x) the number of shares of Phantom Stock credited to your Account under the portion of the Award that becomes Earned (if applicable) and vested hereunder and (y) the Fair Market Value of one share of Common Stock as of the Applicable Determination Date;provided,however, that on or after a Change in Control, in no event shall such Fair Market Value be less than the price per share of Common Stock paid (whether in cash, property or a combination thereof) in respect of such share of Common Stock in such Change in Control. For the avoidance of doubt, if applicable, the amount payable in respect of each portion of the Award granted to you hereunder shall be calculated separately as provided herein, and then all such amounts shall be added together to determine the total amount payable under all portions of the Award granted to you that have become vested and payable hereunder. Without limitation, to the extent any portion of the Award shall become payable following a Change in Control, the number of shares of Common Stock subject to such portion of the Award shall be appropriately adjusted in accordance with Section 6 of this Award Letter.

Section 6.Adjustments. Subject to the minimum value requirement in Section 5(b) above that applies on and after a Change in Control, in the event of any change in the outstanding Common Stock by reason of a stock split, spin-off, stock combination, reclassification, dividend or other distribution (whether in the form of cash, common stock, other securities, or other property), recapitalization, liquidation, dissolution, reorganization, merger, or other event affecting the capital stock of the Company, the Committee shall adjust appropriately (a) the number and kind of shares covered by Awards and (b) share prices related to outstanding Awards, and make such other revisions to outstanding Awards as it deems, in good faith, are equitably required. Any such adjustment made by the Committee (or the Board) shall be final and binding upon you and the Company.

Section 7.Covenants Not to Disclose Confidential Information, Not to Solicit Company Customers and Not to Solicit or Offer Employment to Company Employees.

(a) At any time during or after your employment with the Company, you will not disclose any Confidential Information pertaining to the business of the Company, its Subsidiaries, the Investors and their Affiliates (collectively, the “Restricted Group”), except when required to perform your duties to the Company or one of its Subsidiaries, by law or judicial process. For purposes of this Award Letter, “Confidential Information” means all non-public information concerning trade secret, know-how, software, developments, inventions, processes, technology, designs, the financial data, strategic business plans or any proprietary or confidential information, documents or materials in any form or media, including any of the foregoing relating to research, operations, finances, current and proposed products and services, vendors, customers, advertising and marketing, and other non-public, proprietary, and confidential information of the Restricted Group. If you are bound by any other agreement with the Company regarding the use or disclosure of Confidential Information, the provisions of this Agreement shall be read in such a way as to further restrict and not permit any more extensive use or disclosure of Confidential Information.

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(b) At any time during your employment with the Company and for a period of two (2) years thereafter, you will not, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes with the business of the Company in, (1) school photography services or school-related clothing, affinity products and services, including yearbooks, (2) memory books, (3) commercial printing and binding, (4) printing services to companies engaged in direct marketing, (5) fragrance, cosmetics and toiletries-related sampling or (6) single use packaging for fragrances, cosmetics and toiletries, in North America in the case of clauses (1) through (4) and in North America and Europe in the case of clauses (5) and (6), or (B) solicit customers or clients of any member of the Restricted Group to terminate their relationship with any such member of the Restricted Group or otherwise solicit such customers or clients to compete with any business of any member of the Restricted Group or (C) solicit or offer employment to any person who is, or has been at any time during the twelve (12) months immediately preceding the termination of your employment, employed by the Company or any of its Affiliates.

(c) If at any time a court holds that the restrictions stated in clauses (a) or (b) are unreasonable or otherwise unenforceable under circumstances then existing, the parties hereto agree that the maximum period, scope or geographic area determined to be reasonable under such circumstances by such court will be substituted for the stated period, scope or area. Because you have had access to Confidential Information, you agree that money damages will be an inadequate remedy for any breach of this Section 7. In the event of a breach or threatened breach of this Section 7, the Company or its successors or assigns may, in addition to other rights and remedies existing in their favor, apply to any court of competent jurisdiction for specific performance and/or injunctive relief in order to enforce against you, or prevent any violations by you of, the provisions hereof (without the posting of a bond or other security), and in the event of an actual breach of this Section 7, terminate this Award Letter without any payment hereunder or other consideration to you, or if payment shall have already been made hereunder, you shall be required to pay to the Company any amounts actually paid to you in respect of the Phantom Stock.

(d) As an exception to the foregoing, the parties acknowledge and agree that an executive officer of VHC shall have the right, in his or her sole discretion, to reduce the scope of any covenant set forth in this Award Letter or any portion thereof, effective as to you immediately upon receipt by you of written notice thereof from the Company.

(e) The foregoing shall not be in limitation of any other restrictive covenant agreed to by you in connection with your employment with VHC or Jostens.

Section 8.General Provisions.

(a)Amendment. The Committee or the Board shall have the authority to make such amendments to any terms and conditions applicable to outstanding Awards as are consistent with this Award Letter; provided that no such action shall modify any Award in a manner materially adverse to you without your consent except as such modification is provided for or contemplated in the terms of the Award or this Award Letter (except that any adjustment that is made pursuant to Section 6 shall be made by the Committee or the Board reasonably and in good faith).

(b) This Award and any payments in respect hereof will not be taken into account for purposes of determining any benefits under any benefit plan of the Company.

(c)Nontransferability. No Award may be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by you otherwise than by will or by the laws of descent and distribution, and any such purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance shall be void and unenforceable against the Company or any Affiliate; provided that the designation of a beneficiary shall not constitute an assignment, alienation, pledge, attachment, sale, transfer or encumbrance.

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(d)Transfers and Leaves of Absence. Unless the Committee determines otherwise: (a) a transfer of your employment without an intervening period of separation among the Company and any other Service Recipient shall not be deemed a termination of employment, and (b) if you are granted in writing a leave of absence or you are entitled to a statutory leave of absence, you shall be deemed to have remained in the employ of the Company (and other Service Recipient) during such leave of absence.

(e)Withholding. The Company shall have the right to deduct from any payment made under the this Award Letter any federal, state or local income or other taxes required by law to be withheld with respect to such payment.

(f)No Right to Employment. The grant of an Award shall not be construed as giving you the right to be retained in the employ of, or in any consulting relationship to, the Company or any Affiliate.

(g)Section 409A of the Code. This Award Letter is intended to comply with Section 409A of the Code and will be interpreted in a manner intended to comply with Section 409A of the Code. Notwithstanding anything herein to the contrary, if at the time of your termination of employment with any Service Recipient you are a “specified employee” as defined in Section 409A of the Code, and the deferral of the commencement of any payments or benefits otherwise payable hereunder as a result of such termination of service is necessary in order to prevent the imposition of any accelerated or additional tax under Section 409A of the Code, then the Company will defer the commencement of the payment of any such payments or benefits hereunder (without any reduction in such payments or benefits ultimately paid or provided to you) to the minimum extent necessary to satisfy Section 409A until the date that is six months and one day following your termination of employment with all Service Recipients (or the earliest date as is permitted under Section 409A of the Code), if such payment or benefit is payable upon a termination of employment.

(h)Governing Law. This Award Letter shall be governed by and construed in accordance with the laws of the State of New York applicable therein.

(i)Severability. If any provision of this Award Letter is or becomes or is deemed to be invalid, illegal, or unenforceable in any jurisdiction or as to any Person or Award, or would disqualify the Award under any law deemed applicable by the Committee, such provision shall be construed or deemed amended to conform the applicable laws, or if it cannot be construed or deemed amended without, in the determination of the Committee, materially altering the intent of this Award Letter, such provision shall be stricken as to such jurisdiction, Person or Award and the remainder of this Award Letter and any such Award shall remain in full force and effect.

(j)Binding upon Successors and Assigns. This Award Letter shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, provided that any assignment, by operation of law or otherwise, by you shall require the prior written consent of VHC and any purported assignment or other transfer without such consent shall be void and unenforceable.

(k)No Trust or Fund Created. Neither this Award Letter nor any Award shall create or be construed to create a trust or separate fund of any kind or a fiduciary relationship between the Company or any Affiliate and you or any other Person. To the extent that you acquire a right to receive payments from the Company or any Affiliate pursuant to an Award, such right shall be no greater than the right of any unsecured general creditor of the Company or any Affiliate.

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(l)Headings. Headings are given to the Sections and subsections of this Award Letter solely as a convenience to facilitate reference. Such headings shall not be deemed in any way material or relevant to the construction or interpretation of the Plan or any provision thereof.

Section 9.Administration.

(a) The Committee shall have the power and authority to administer, construe and interpret this Award Letter, to make rules for carrying it out and to make changes in such rules. Any such interpretations, rules, and administration shall be consistent with the basic purposes of this Award Letter.

(b) The Committee may delegate to the Chief Executive Officer of VHC and to other senior officers of the Company its duties under this Award Letter subject to such conditions and limitations as the Committee shall prescribe.

(c) The Committee may employ counsel, consultants, accountants, appraisers, brokers or other persons. The Committee, the Company, and the officers and directors of the Company shall be entitled to rely upon the advice, opinions or valuations of any such persons. All actions taken and all interpretations and determinations made by the Committee in good faith shall be final and binding. No member of the Committee, nor employee or representative of the Company shall be personally liable for any action, determination or interpretation made in good faith with respect to the Award, and all such members of the Committee, employees and representatives shall be fully protected and indemnified to the greatest extent permitted by applicable law by the Company with respect to any such action, determination or interpretation.

If you accept this Award on the terms and conditions contained in this Award Letter, please sign below where indicated and return the executed copy of this Award Letter to Marie Hlavaty by no later than December 1, 2012. A copy countersigned on behalf of Visant Holding Corp. will be returned to you.

This Award Letter may be executed in counterparts.

Very truly yours,

Paul Carousso

Senior Vice President, Chief Financial Officer

On behalf of Visant Holding Corp.

Accepted and agreed this    day of            , 2012 by:

Print Name:

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EXHIBIT 31.1

CERTIFICATION PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Marc L. Reisch, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Visant Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 13, 2012	/s/ Marc L. Reisch
	Marc L. Reisch
	President and
	Chief Executive Officer
	(principal executive officer)

EXHIBIT 31.2

CERTIFICATION PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Paul B. Carousso, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Visant Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 13, 2012	/s/ Paul B. Carousso
	Paul B. Carousso
	Senior Vice President, Chief Financial Officer
	(principal financial officer)

EXHIBIT 32.1

CERTIFICATION BY THE PRESIDENT AND CHIEF EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Visant Corporation (the “Company”) on Form 10-Q for the period ended September 29, 2012 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Marc L. Reisch, the President and Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 13, 2012	/s/ Marc L. Reisch
	Marc L. Reisch
	President and
	Chief Executive Officer
	(principal executive officer)

EXHIBIT 32.2

CERTIFICATION BY THE PRINCIPAL FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Visant Corporation (the “Company”) on Form 10-Q for the period ended September 29, 2012 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Paul B. Carousso, Senior Vice President, Chief Financial Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 13, 2012	/s/ Paul B. Carousso
	Paul B. Carousso
	Senior Vice President, Chief Financial Officer
	(principal financial officer)