Loehmann's starts exchange offer to extend senior secured notes

New York, Sept. 24 - Loehmann's Capital Corp. said it has begun an offer to exchange its senior secured notes for debt with a longer maturity.

The Melville, N.Y.-based retailer of women's clothing said it is offering 12% senior secured class A notes due 2014, senior secured class A floating-rate notes due 2014 and 13% senior secured class B notes due 2014 in exchange for its outstanding 12% senior secured class A notes due 2011, senior secured class A floating-rate notes due 2011 and 13$ senior secured class B notes due 2011.

Holders who tender by the early tender deadline of 11:59 p.m. ET on Oct. 13 will receive $1,000 of new notes in the same class as their existing notes per $1,000 of the existing notes.

Those who tender after the early tender deadline but before the expiration date of 11:59 p.m. ET on Oct. 27 will receive $970 of new notes per $1,000 of old notes.

Loehmann's is also soliciting consents to amend the indenture of the old notes to add the new series of notes, to increase the priority lien cap under the lease agreement and intercreditor agreement to which Loehmann's is a party, and to waive certain provisions of the indenture, lease agreement, intercreditor agreement and related documents insofar as such provisions would otherwise prevent or restrict certain proposed actions by Loehmann's Operating Co.

Holders tendering old notes for exchange will be deemed to consent to the proposed amendments and waivers. Consents may not be delivered without tendering.

The exchange is being carried out as a private offer to qualified institutional buyers.

Loehmann's said it has entered into agreements to participate with holders of 34% of the existing notes.

Completion of the offer is subject to conditions including the receipt of tenders of a majority of the notes for the consent solicitation and 97% of the existing notes for the exchange.

The information agent is Global Bondholder Services Corp. (212 430-3774).

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