This excerpt taken from the SKS 8-K filed Oct 21, 2009.
Item 1.01 Entry into a Material Definitive Agreement.
On April 15, 2003, Saks Incorporated (the Company) and McRaes, Inc., entered into a program agreement (Program Agreement) with Household Bank (SB), N.A. now known as HSBC Bank Nevada, N.A., (HSBC), pursuant to which HSBC owns and issues, to our customers, proprietary credit cards. Under the terms of the Program Agreement, HSBC assumes substantially all risks while sharing with us certain revenue generated by interest and fees on the portfolio. We and HSBC have entered into several amendments to the Program Agreement since 2003.
On October 19, 2009, we and HSBC entered into a Fifth Amendment to the Program Agreement (the Fifth Amendment), in response to macroeconomic conditions and portfolio performance, which provides for certain changes to the allocation of risk and revenue sharing between the Parties (as defined in the Fifth Amendment). The Fifth Amendment, which becomes effective February 1, 2010, provides for HSBC to share certain credit losses with us on the card portfolio. The Fifth Amendment also provides to us increased revenue sharing. Although the overall positive or negative impact associated with the changes in the Fifth Amendment is uncertain, the payments we would owe that are associated with these changes are capped annually, and decline year over year. Based on current micro and macro trends, it is managements estimation that aggregate payments to HSBC that are associated with the Fifth Amendment changes will be in the $10 million to $15 million range over the term of the Program Agreement, which expires by its terms in April 2013, with an aggregate cap at $34 million over the term of the Program Agreement.
The foregoing description of the Fifth Amendment does not purport to be complete and is qualified in its entirety by reference to the Fifth Amendment, which is filed as Exhibit 99.1 to this Current Report on Form 8-K.
This excerpt taken from the SKS 8-K filed Oct 1, 2009.
Item 1.01. Entry Into a Material Definitive Agreement.
On September 30, 2009, Saks Incorporated (the Company), entered into an Underwriting Agreement (the Underwriting Agreement) with Goldman, Sachs & Co. and Morgan Stanley & Co. Incorporated, as representatives of the several underwriters named in Schedule I thereto (collectively, the Underwriters), providing for the offer and sale by the Company of 14,925,373 shares of its common stock, par value $0.10 per share, at a price to the public of $6.70 per share (the Shares). The closing of the sale of the Shares is expected to occur on October 6, 2009.
In addition, pursuant to the Underwriting Agreement, the Company has granted to the Underwriters a 30-day option to purchase up to an additional 2,238,805 Shares.
The Underwriting Agreement includes representations, warranties and covenants by the Company customary for agreements of this nature. It also provides for customary indemnification by each of the Company and the Underwriters against certain liabilities arising out of or in connection with the sale of the Shares and customary contribution provisions in respect of those liabilities.
The foregoing description of the material terms of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, which is attached hereto as Exhibit 1.1 and incorporated herein by reference.
This excerpt taken from the SKS 8-K filed Oct 6, 2006.
Item 1.01 Entry Into A Material Definitive Agreement.
In connection with the consummation of the transaction described in Item 2.01, Saks Incorporated (the Company) entered into a Transition Services Agreement with Belk, Inc. (Belk) dated September 30, 2006 (the Parisian TSA). Pursuant to the Parisian TSA, the Company will continue to provide, for varying transition periods, back office services related to the Companys former Parisian specialty department store business (Parisian). The back-office services include information technology, telecommunications, credit, accounting and store planning services, among others. Additional information regarding the Parisian TSA contained in Item 9.01(b) of this Current Report on Form 8-K is incorporated by reference herein. The description of the Parisian TSA contained in this Current Report on Form 8-K is qualified in its entirety by reference to the text of the Parisian TSA, which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.
This excerpt taken from the SKS 8-K filed Sep 22, 2006.
Item 1.01 Entry into a Material Definitive Agreement.
On September 22, 2006 the Human Resources and Compensation Committee of the Board of Directors of Saks Incorporated (the Company) made an award of 314,156 shares of unrestricted stock to Mr. R. Brad Martin, the Companys Chairman of the Board, to satisfy in full the Companys obligation to Mr. Martin contained in section 3(e) of the Amended and Restated Employment Agreement between him and the Company dated December 8, 2004 (Exhibit 10.1 to the Companys Form 10-Q for the quarterly period ended October 30, 2004). The Human Resources and Compensation Committee made the award in accordance with section 8 of the Companys 2004 Long-Term Incentive Plan (Exhibit B to the proxy statement of Saks Incorporated filed April 28, 2004).
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.