The initial settlement date for the tender offer will be after both the Consent Deadline and the satisfaction or waiver of the conditions to consummation of the tender offer and the consent solicitation described below, and is expected to occur on or about Monday, April 30, 2012. The final settlement date for the tender offer will be promptly after the Expiration Time.
The tender offer and consent solicitation are conditioned upon (i) receipt of funds under the New Credit Facility in an amount sufficient to, among other things, purchase all outstanding Notes; (ii) the execution and delivery of the supplemental indenture to effect the proposed amendments, which include a lien release; (iii) the closing of the Merger; and (iv) certain general conditions. The exact terms and conditions of the tender offer and consent solicitation are specified in, and qualified in their entirety by, the Offer to Purchase and Consent Solicitation Statement and related materials that are being distributed to holders of the Senior Notes.
ACCO Brands has retained Barclays to serve as the Dealer Manager and Solicitation Agent for the tender offer. Questions regarding the tender offer may be directed to Barclays at (800) 438-3242 (toll-free) or (212) 528-7581 (collect). Requests for documents may be directed to D.F. King & Co., Inc., the Information Agent and Tender Agent for the tender offer, and banks and brokers can call collect at (212) 269-5550; all others can call toll-free at (800) 290-6427.
Neither ACCO Brands, nor any member of its Board of Directors, nor the Dealer Manager nor the Information Agent and Tender Agent is making any recommendation to holders of the Senior Notes as to whether to tender or refrain from tendering their Senior Notes into the tender offer. Holders must decide whether they will tender in the offer and, if so, how many Senior Notes they will tender.