July 29, 2014 6:48 AM ET

Specialty Retail

Company Overview of Spirit Halloween Superstores, LLC

Company Overview

Spirit Halloween Superstores, LLC operates a chain of seasonal Halloween retail stores in strip centers and malls in the United States and Canada. Its stores offer seasonal, women's, men's, plus size, teen, tween, girl's, boy's, toddler, baby, pet, group and couple, and mascot costumes; and basic and costume accessories, hats, and seasonal accessories. The company also provides decorations, including spirit exclusives; animatronics; props and accessories; lights and fog machines; party supplies; door, window, and wall decor products; zombie babies; skeletons and reapers; air blown inflatable products; tombstones and fences; body parts; rodents and insects; Halloween music CDs; and fright squ...

6826 Black Horse Pike

Egg Harbor Township, NJ 08234

United States

Founded in 1983

Phone:

609-645-5548

Fax:

609-645-5622

Key Executives for Spirit Halloween Superstores, LLC

Chief Executive Officer and President
Age: 54
Director of Marketing
Compensation as of Fiscal Year 2014.

Spirit Halloween Superstores, LLC Key Developments

Spencer Spirit Holdings, Spencer Gifts and Spirit Halloween Superstores Extends its Tender Offer

Spencer Spirit Holdings, Spencer Gifts and Spirit Halloween Superstores has extended its tender offer for their outstanding $175 million aggregate principal amount of 11.00% Senior Secured Notes due 2017. The holders of $175 million aggregate principal amount of the outstanding 2017 Notes had tendered their 2017 Notes. In addition, pursuant to the terms of the 2017 Notes Tender Offer, the holders of the 2017 Notes have unanimously consented to the proposed amendments to the indentures governing the 2017 Notes.

Spencer Spirit Holdings, Inc. Announces Tender Offer on Senior Secured Notes Due 2017 and PIK Toggle Notes Due 2018

Spencer Spirit Holdings, Inc., Spencer Gifts LLC and Spirit Halloween Superstores LLC (collectively, the 2017 notes Issuers), and SSH Holdings, Inc. (the 2018 notes Issuer and, together with the 2017 notes Issuers), Spencer's and Spirit, announced that they have commenced offers to purchase for cash any and all of the $175 million outstanding principal amount of the 2017 notes Issuers' 11.00% senior secured notes due 2017 and any and all of the $165 million outstanding principal amount of the 2018 notes issuer's 9%/9 3/4 % senior PIK Toggle notes due 2018. In conjunction with the tender offers, the companies are soliciting consents to effect certain proposed amendments to the indentures governing the notes and certain security documents. The tender offers and consent solicitations are being made pursuant to an offer to purchase and consent solicitation statement, dated June 10, 2014, and a related consent and letter of transmittal, which set out in the terms and conditions of the tender offers and consent solicitations in full detail. The consent solicitations will expire at 5:00 p.m., New York City time, on June 23, 2014. The tender offers will expire at 12:01 a.m., New York City time, on July 9, 2014, unless terminated or extended. Tendering holders will also receive accrued and unpaid interest from the last applicable interest payment date to, but not including, the applicable payment date. Tendered notes may not be withdrawn and consents may not be revoked after 5:00 p.m., New York City time, on June 23, 2014. The total consideration to be paid for each $1,000 principal amount of the 2017 notes validly tendered at or before the consent date, and not validly withdrawn, will be $1,062.50, and the total consideration to be paid for each $1,000 principal amount of the 2018 notes validly tendered at or before the consent date, and not validly withdrawn, will be $1,025.00. The total consideration in each case includes a consent payment of $30.00 per $1,000 principal amount, which is payable only to holders who tender their notes and validly deliver their consents prior at or before the consent date. Holders who tender their 2017 notes after the consent date, but on or prior to the expiration date, will receive the tender offer consideration of $1,032.50, and holders who tender their 2018 notes after the consent date, but on or prior to the expiration date, will receive the tender offer consideration of $995.00, which in each case is the applicable total consideration minus the applicable consent payment. The proposed amendments to the indentures governing the notes would, among other things, eliminate a significant portion of the restrictive covenants, eliminate certain events of default, release all of the collateral securing the obligations of the 2017 notes Issuers and the guarantors under the 2017 notes and amend the number of days prior to any redemption date that the companies must send a notice of redemption. Adoption of the proposed amendments to the indentures requires the consent of the holders of at least a majority of the aggregate outstanding principal amount of each series of notes (the requisite consents), or in the case of the amendment to release all of the collateral securing the obligations of the 2017 notes Issuers and the guarantors under the 2017 notes, of at least 66 2/3% in aggregate principal amount outstanding of the 2017 notes (the collateral release requisite consent). Holders who tender their notes will be required to consent to the proposed amendments and holders may not deliver consents to the proposed amendments without tendering their notes in the tender offers. The proposed amendments to the indentures will not become operative, however, until at least a majority in aggregate principal amount outstanding of the notes, or in the case of the amendment to release all of the collateral securing the obligations of the 2017 notes Issuers and the guarantors under the 2017 notes, at least 66 2/3% in aggregate principal amount outstanding of the 2017 notes, whose holders have delivered consents to the proposed amendments have been accepted for payment. The tender offers and consent solicitations with respect to each series of notes are subject to the satisfaction of certain conditions, including the minimum tender condition, which requires that the receipt of the requisite consents and the collateral release requisite consent, as applicable must have been obtained; the financing condition, which requires the entry of the companies into any financing on terms acceptable to such companies in their sole discretion and in an amount sufficient to pay for the tender of the notes and any fees and expense related thereto; and the documentation condition, which requires that the supplemental indentures implementing the proposed amendments must have been executed (other than the proposed amendments to the indentures and certain security documents relating to the release of all of the collateral securing the obligations of the 2017 notes Issuers and the guarantors). The companies expect that the initial payment date will be June 30, 2014, subject to the satisfaction or waiver of all the conditions of the tender offers and consent solicitations. Wells Fargo Securities, LLC and Credit Suisse Securities (USA) LLC are acting as dealer managers and solicitation agents for the tender offers and the consent solicitations. The tender agent and information agent for the tender offers is D.F. King & Co., Inc.

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