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 1.01. |
Entry into a Material Definitive Agreement. |
On December 10, 2021, Macy’s, Inc. (“Macy’s” or the “Company”), certain of its subsidiaries, Department Stores National Bank (“Bank”) and Citibank, N.A. (“Citibank”) entered into a Sixth Amendment (the “Amendment”), dated as of December 13, 2021, to the Amended and Restated Credit Card Program Agreement, dated as of November 10, 2014, and as amended from time-to-time, among Macy’s, FDS Bank, Macy’s Credit and Customer Services, Inc., Macy’s West Stores, Inc., Bloomingdale’s, Inc. (collectively the “Macy’s Companies”), Department Stores National Bank and Citibank, N.A. pursuant to which Bank issues, maintains and services Macy’s private label and co-branded credit cards (the “Program Agreement,” and as amended by the Amendment, the “Amended Program Agreement”).
As previously reported, on June 4, 2021, Bank provided the Macy’s Companies with notice of termination of the Program Agreement due to the occurrence of an Adverse Sales Development (as defined in the Program Agreement) effective six months from June 7, 2021 (“Termination Notice”). Pursuant to the Amendment, the Termination Notice was rescinded and the term of the Program Agreement extended until March 31, 2030, with certain revisions as set forth in the Amendment.
The Amendment provides that Bank will pay Macy’s a signing bonus, Bank’s right to terminate the Amended Program Agreement due to an Adverse Sales Development is eliminated, certain changes are made to the treatment of program expenses, letter of credit or reserve requirement is added if Macy’s, Inc. corporate credit ratings fall below certain levels, specified systems changes will be implemented and others considered, and profit share tiers are revised, among other revisions to the Program Agreement.
The foregoing is qualified in its entirety by reference to the Amendment, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01.Financial Statements and Exhibits.
(d)Exhibits
104Cover Page Interactive Data File (embedded within the Inline XBRL Document)
*Portions of this exhibit have been omitted.
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: December 13, 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 |