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, 2019
PARTY CITY HOLDCO INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-37344 | | 46-0539758 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
| | | | |
80 Grasslands Road Elmsford, New York | | 10523 |
(Address of principal executive offices) | | (Zip code) |
Registrant’s telephone number, including area code: (914) 345-2020
Former name or former address, if changed since last report: N/A
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| | ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| | ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common stock, par value $0.01/share | | PRTY | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On November 12, 2019, funds (the “THL Funds”) affiliated with Thomas H. Lee Partners, L.P. (“THL”) made a distribution in kind of 29,662,256 shares of Party City Holdco Inc.’s (the “Company”) common stock to certain limited partners of the THL Funds and 6,054,002 shares of the Company’s common stock to the general partner and affiliated entities of the THL Funds. The shares distributed to the general partner of the THL Funds will be subject to a 15 trading day lock-up. As a result of the distribution in kind, the Second Amended and Restated Stockholders Agreement by and among the Company, affiliates of THL and the other stockholders that are signatories thereto will terminate as to THL, and THL will no longer have the right to nominate board members to the Company’s board of directors. THL’s current directors, Todd M. Abbrecht and Douglas A. Haber, intend to remain on the board of directors of the Company.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | | | | PARTY CITY HOLDCO INC. |
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Date: November 13, 2019 | | | | By: | | /s/ Michael Correale |
| | | | | | Michael Correale |
| | | | | | Interim Chief Financial Officer |
