22nd May 2014 09:46
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. SIGNET UK FINANCE PLC HAS FILED A FORM 8-K WITH THE SEC FOR THE MATERIAL DEFINITIVE AGREEMENT TO WHICH THIS COMMUNICATION RELATES. MORE COMPLETE INFORMATION ABOUT THE ISSUER AND THE AGREEMENTS MENTIONED IN THIS COMMUNICATIONCAN BE VIEWED FOR FREE BY VISITING EDGAR ON THE SEC WEB SITE AT WWW.SEC.GOV.
SIGNET JEWELERS LIMITED ANNOUNCES ENTRY INTO MATERIAL DEFINITIVE AGREEMENT FOR ASSET BACKED VARIABLE FUNDING NOTES
HAMILTON, Bermuda, May 22, 2014 - Signet Jewelers Limited ("Signet", NYSE and LSE: SIG). On May 15, 2014, Sterling Jewelers Receivables Master Note Trust (the "Issuer"), a Delaware statutory trust and an indirect subsidiary of Signet, issued its Series 2014-A asset-backed variable funding notes (the "Notes") pursuant to the Master Indenture dated as of November 2, 2001 (the "Master Indenture") among the Issuer, Sterling Jewelers Inc. ("SJI"), as servicer, and Deutsche Bank Trust Company Americas (the "Indenture Trustee") as supplemented by the 2014-A Indenture Supplement dated as of May 15, 2014 (the "Indenture Supplement") among the Issuer, SJI and the Indenture Trustee.
The Notes
Under the Notes, the Issuer may obtain up to $600,000,000 of financing from third parties, which indebtedness will be secured by credit card receivables originated from time to time by SJI. SJI will transfer credit card receivables to the Issuer pursuant to the Amended and Restated Transfer and Servicing Agreement dated as of May 15, 2014 (the "Transfer and Servicing Agreement") among the Issuer, Sterling Jewelers Receivables Corp. ("SJRC"), as transferor, and SJI, as servicer. SJRC will acquire credit card receivables from SJI pursuant to the Third Amended and Restated Receivables Purchase Agreement dated as of May 15, 2014 (the "Receivables Purchase Agreement") between SJI, as seller, and SJRC, as purchaser.
The Issuer is administered by SJI pursuant to the Administration Agreement dated as of November 2, 2001 (the "Administration Agreement") between SJI and the Issuer.
Signet guarantees the performance by SJI of its obligations under the Administration Agreement, the Transfer and Servicing Agreement and a Note Purchase Agreement dated as of May 15, 2014 among the Issuer, the Servicer, the Transferor and J.P. Morgan Chase Bank, N.A. and the Seller under the Receivables Purchase Agreement pursuant to a Performance Undertaking dated as of May 15, 2014 (the "Performance Undertaking") by Signet in favour of J.P. Morgan Chase Bank, N.A.
The foregoing descriptions of the Master Indenture, the Indenture Supplement, the Transfer and Servicing Agreement, the Receivables Purchase Agreement, the Administration Agreement and the Performance Undertaking are qualified in their entirety by reference to such agreements, copies of which have been filed as Exhibits to the Form 8-K filed by Signet on 21 May 2014 with the Securities and Exchange Commission ("SEC") and are incorporated herein by reference. You may view these documents for free by visiting EDGAR on the sec web site at www.sec.gov.
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful under the securities laws of any such state.
Forward Looking Statements
This announcement may contain forward-looking statements within the meaning of the securities laws. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. These statements include statements regarding, among other things, the anticipated quantum of third party financing. These forward-looking statements are not guarantees of future performance and are subject to a number of risks and uncertainties, including but not limited to market conditions and such other factors as may be discussed in Signet's filings with the SEC. Signet undertakes no obligation to update any filings to reflect events or circumstances occurring after the date of this announcement.
Signet Contacts
For further information please contact:
James Grant, VP Investor Relations, Signet Jewelers+1 (330) 668-5412
Related Shares:
SIG.L