UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Emerging growth company |
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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. |
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Item 8.01. Other Events.
On March 2, 2021, Macy’s, Inc. (“Macy’s”) announced that its wholly-owned subsidiary, Macy’s Retail Holdings, LLC (“MRH”), intends to offer, subject to market and other customary conditions, $500 million in aggregate principal amount of senior notes due 2029 in a private offering (the “Notes Offering”). The Notes will be senior unsecured obligations of MRH and will be unconditionally guaranteed on a senior unsecured basis by Macy’s. In connection with the Notes Offering, Macy’s also announced that MRH will be conducting (i) a tender offer (the “Tender Offer”) to repurchase certain of its outstanding senior notes and debentures with net proceeds from the Notes Offering and cash on hand, subject to a maximum aggregate tender offer amount of $500 million and certain tender caps, and (ii) a consent solicitation (the “Consent Solicitation”) to holders of its 7.600% Senior Debentures due 2025 to solicit consents to proposed amendments to the indenture governing such debentures to eliminate substantially all restrictive covenants, certain events of default and certain other provisions contained therein.
On March 2, 2021, Macy’s issued separate press releases announcing the commencement of the Notes Offering and the Tender Offer and Consent Solicitation. Copies of the press releases are attached hereto as Exhibit 99.1 and Exhibit 99.2 and incorporated herein by reference.
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Item 9.01. Financial Statements and Exhibits |
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(d) |
Exhibits |
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99.1 |
Press Release of Macy’s Relating to the Notes Offering dated March 2, 2021. |
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99.2 |
Press Release of Macy’s Relating to the Tender Offer and Consent Solicitation dated March 2, 2021. |
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104 |
104 Cover Page Interactive Data File (embedded witin the Inline XBRL Document). |
MACY'S, INC.
SIGNATURE
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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MACY'S, INC. |
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Dated: March 2, 2021 |
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By: |
/s/ Elisa D. Garcia |
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Name: |
Elisa D. Garcia |
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Title: |
Executive Vice President, Chief Legal Officer and Secretary |