-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GRRvM2gKzXtZ8PYyHM77lCyRGOTiEyT41jAf5KKynE5q6wPUfBJ7Q+kZdM8IQg1R 8L5zAFu8O44R1ZoPpybubA== 0000950123-10-104888.txt : 20101112 0000950123-10-104888.hdr.sgml : 20101111 20101112151123 ACCESSION NUMBER: 0000950123-10-104888 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20101112 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101112 DATE AS OF CHANGE: 20101112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMSCAN HOLDINGS INC CENTRAL INDEX KEY: 0001024729 STANDARD INDUSTRIAL CLASSIFICATION: PAPERBOARD CONTAINERS & BOXES [2650] IRS NUMBER: 133911462 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-14107 FILM NUMBER: 101185925 BUSINESS ADDRESS: STREET 1: 80 GRASSLANDS ROAD CITY: ELMSFORD STATE: NY ZIP: 10523 BUSINESS PHONE: 9143452020 MAIL ADDRESS: STREET 1: 80 GRASSLANDS ROAD CITY: ELMSFORD STATE: NY ZIP: 10523 8-K 1 y87710e8vk.htm FORM 8-K e8vk
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 12, 2010
AMSCAN HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
         
Delaware   333-14107   13-3911462
         
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer Identification No.)
     
80 Grasslands Road,
Elmsford, New York
   
10523
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (914) 345-2020
None
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 7.01   Regulation FD Disclosure.
     On November 12, 2010, the Company issued a press release announcing its plans to refinance its senior secured term loan. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
     On November 12, 2010, the Company also issued a press release announcing its retail sales results for the five-week Halloween season ended November 6, 2010. A copy of the press release is furnished herewith as Exhibit 99.2 and is incorporated herein by reference.
Item 9.01   Financial Statements and Exhibits.
     (a) Not applicable.
     (b) Not applicable.
     (c) Not applicable
     (d) Exhibits.
A list of exhibits is set forth in the Exhibit Index which immediately precedes such Exhibits and is incorporated herein by reference.
The information in this Current Report on Form 8-K and the exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended, if such subsequent filing specifically references this Form 8-K
SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  AMSCAN HOLDINGS, INC.
(Registrant)
 
 
  By:   /s/ Michael A. Correale    
    Michael A. Correale   
    Chief Financial Officer  
Date: November 12, 2010  
 

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Exhibit Index
     
99.1
  Press release dated November 12, 2010 announcing the company’s plans to refinance its senior secured term loan.
99.2
  Press release dated November 12, 2010 announcing retail sales for the five-week Halloween season ended November 6, 2010

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EX-99.1 2 y87710exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
For Immediate Release
CONTACT:
James M. Harrison, President
or
Michael A. Correale, Chief Financial Officer
Amscan Holdings, Inc.
914-345-2020
AMSCAN HOLDINGS, INC. ANNOUNCES PLANS TO REFINANCE SENIOR SECURED TERM LOAN
ELMSFORD, NEW YORK (November 10, 2010) — Amscan Holdings, Inc. (the “Company”) today announced that it intends to refinance its existing senior secured term loan credit facility due in 2013 (the “Existing Credit Facility”) with a new $675 million senior secured term loan credit facility (the “New Credit Facility”), the proceeds of which will be used to repay in full all indebtedness and other amounts due or outstanding under its Existing Credit Facility and to fund a cash dividend of approximately $310 million. The New Credit Facility is expected to have a seven-year maturity and, subject to certain changes to be agreed upon with the joint lead arrangers, will have covenants substantially similar to those in its Existing Credit Facility.
The entry into the New Credit Facility will be contingent upon, among other things, a successful syndication and the satisfaction of conditions precedent to the definitive documentation therefor. In addition, in order to among other things permit the loans under the New Credit Facility, the Company will concurrently seek an amendment to its existing senior secured revolving credit facility. The Company has engaged Credit Suisse Securities (USA) LLC (“Credit Suisse”) as administrative agent, Credit Suisse and Goldman Sachs Lending Partners LLC (“Goldman Sachs”) as joint lead arrangers; Goldman Sachs and Wells Fargo Securities LLC (“Wells Fargo”) as co-syndication agents; Deutsche Bank Securities Inc. (“Deutsche Bank”) and Barclays Capital (“Barclays”) as co-documentation agents and Credit Suisse, Goldman Sachs, Wells Fargo, Deutsche Bank and Barclays as joint bookrunners for this transaction.
The material terms of the New Credit Facility and the amendment to the existing senior secured revolving credit facility, including those described above, could change materially between the date hereof and the effectiveness of the New Credit Facility.
#
Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause our actual results in future periods to differ materially from forecasted results. Those risks and uncertainties include, among other things, the effect of price and product competition in the party goods industry in general and in our specific market areas, our ability to anticipate customer demand for products and to design and develop products that will appeal to our customers, our ability to open new stores successfully and/or to identify, execute and integrate acquisitions and to realize synergies, the availability and terms of capital to fund capital improvements, acquisitions and ongoing operations, our ability to manage successfully our franchise program, our ability to improve our fundamental business processes and reduce costs throughout our organization, our ability to attract and retain qualified personnel, changes in availability and costs of goods and services and economic conditions in general. Please see our filings with the Securities and Exchange Commission for a more complete discussion and analysis of these and other risks and uncertainties. You are cautioned not to place undue reliance on such forward-looking statements, which are made as of the date of this release, and we have no obligation or intention to update or revise such forward-looking statements.

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EX-99.2 3 y87710exv99w2.htm EX-99.2 exv99w2
Exhibit 99.2
For Immediate Release
CONTACT:
James M. Harrison, President
or
Michael A. Correale, Chief Financial Officer
Amscan Holdings, Inc.
914-345-2020
Amscan Holdings, Inc. Announces Retail Sales
For Five-week Halloween Season Ended November 6, 2010.
ELMSFORD, NEW YORK November 12, 2010 —Amscan Holdings, Inc., America’s largest retailer of party goods, today announced its retail sales results for the five-week Halloween season ended November 6, 2010. Amscan’s retail sales include sales under its retail banners, Party City, Halloween City, Factory Card & Party Outlet (“FCPO”) and The Paper Factory.
Retail sales for the five-week period ended November 6, 2010 totaled $310.5 million and were $53.1 million or 21% higher than the retail sales for the five-week period ended November 7, 2009, principally due to the growth Company’s network of temporary Halloween stores and the improved performance of the Party City brand (both brick and mortar and online).
During the five-week period ended November 6, 2010, the Company operated 404 temporary Halloween stores, as compared to 249 in 2009. In addition to its network of temporary stores, the Company operated 423 Party City stores, 117 FCPO stores and 41 smaller outlet stores, as compared to 422 Party City stores, 125 FCPO stores and 59 outlet stores for the year earlier period.
During the five-week Halloween season of 2010, the temporary Halloween City store sales increased by 51%. The Party City stores had a comp store sales increase of 4% on stores open as Party City in both periods. When adding in FCPO, The Paper Factory and e-commerce sales, Halloween sales increased by 11%.
Commenting on these results, Gerry Rittenberg, Amscan’s Chief Executive Officer, stated: “While the retail competition for market share during the Halloween season increases every year, we are extremely gratified that the consumer continues to recognize the quality and value represented by our various banners.”
Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause our actual results in future periods to differ materially from forecasted results. Those risks and uncertainties include, among other things, the effect of price and product competition in the party goods industry in general and in our specific market areas, our ability to anticipate customer demand for products and to design and develop products that will appeal to our customers, our ability to open new stores successfully and/or to identify, execute and integrate acquisitions and to realize synergies, the availability and terms of capital to fund capital improvements, acquisitions and ongoing operations, our ability to manage successfully our franchise program, our ability to improve our fundamental business processes and reduce costs throughout our organization, our ability to attract and retain qualified personnel, changes in availability and costs of goods and services and economic conditions in general. Please see our filings with the Securities and Exchange Commission for a more complete discussion and analysis of these and other risks and uncertainties. You are cautioned not to place undue reliance on such forward-looking statements, which are made as of the date of this release, and we have no obligation or intention to update or revise such forward-looking statements.

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