Macy’s, Inc. Announces Proposed Offering of Senior Notes

Rhea-AI Summary

Macy’s, Inc. (NYSE:M) plans to issue $500 million in senior notes due 2029 through its subsidiary, Macy’s Retail Holdings, LLC. These senior unsecured notes will be guaranteed by Macy’s. The company intends to use the proceeds to fund a tender offer, cover related expenses, and for general corporate purposes, including debt repayment. This offering is exempt from registration under the Securities Act, and the notes will only be available to qualified institutional buyers. The company highlighted potential risks associated with market conditions impacting the offering.

Positive

• Offering $500 million in senior notes may strengthen financial positioning.
• Proceeds will be used for debt repayment, helping to improve balance sheet.

Negative

• The offering is dependent on market conditions, which may affect completion.
• Potential risks from COVID-19 and economic impact may hinder offering success.

Macy’s, Inc. (NYSE:M) (the “Company” or “Macy’s”) announced today that its wholly-owned subsidiary, Macy’s Retail Holdings, LLC (the “Issuer”), intends to offer, subject to market and other customary conditions, $500 million in aggregate principal amount of senior notes due 2029 (the “Notes”) in a private offering. The Notes will be senior unsecured obligations of the Issuer and will be unconditionally guaranteed on a senior unsecured basis by Macy’s.

The Issuer intends to use the net proceeds from the offering of the Notes, together with cash on hand, (i) to fund its separately announced tender offer, (ii) to pay fees and expenses in connection therewith and of the offering and (iii) to the extent of any remaining proceeds, for general corporate purposes, which may include the repayment of outstanding debt. This press release is not an offer to purchase, or a solicitation of an offer to sell, any of the notes subject to the tender offer.

This press release is for informational purposes only and is neither an offer to sell nor the solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. Any offers of the Notes will be made only by means of a private offering memorandum. The Notes are being offered only to persons reasonably believed to be qualified institutional buyers in an offering exempt from registration in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States in reliance on Regulation S under the Securities Act. The Notes and related guarantees have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act or any applicable state securities laws. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.

About Macy’s, Inc.

Macy’s, Inc. (NYSE: M) is one of the nation’s premier omni-channel fashion retailers. The company comprises three retail brands, Macy’s, Bloomingdale’s and Bluemercury. Macy’s, Inc. is headquartered in New York, New York.

Forward-Looking Statements

Statements regarding the notes offering and the expected use of proceeds therefrom are “forward-looking statements” and are subject to known and unknown risks and uncertainties that may cause actual results to differ materially from those expressed in such forward-looking statements. These risks and uncertainties include, but are not limited to, the ability to complete the offering on favorable terms, if at all, and general market conditions (including the COVID-19 pandemic and related economic impact) which might affect the offering. Additional information concerning these and other important risks and uncertainties can be found in the Company’s filings with the SEC, including under the captions “Forward-Looking Statements” and “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended February 1, 2020 and the Company’s Quarterly Report on Form 10-Q for the quarterly period ended October 31, 2020. The Company undertakes no obligation to update any forward-looking statements to reflect subsequent events or circumstances.

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FAQ

What is Macy's recent offering amount?

Macy’s announced a $500 million offering of senior notes due 2029.

What will Macy's use the proceeds from the senior notes for?

The proceeds will fund a tender offer, cover associated expenses, and for general corporate purposes including debt repayment.

Is the offering for Macy's senior notes registered?

No, the notes are being offered under an exemption from registration in reliance on Rule 144A and Regulation S.

What risks are associated with Macy’s senior notes offering?

Risks include market conditions and economic impacts from the COVID-19 pandemic.

Who can purchase Macy's senior notes?

The notes are offered only to qualified institutional buyers.