Confidential Treatment Requested Information for Which Confidential Treatment That Has Been Requested Is Omitted and Noted With (****). An Unredacted Version of This Document Will Also Be Provided to the Securities and Exchange Commission. Sale and Purchase Agreement by and Among Sterling Jewelers Inc. And Comenity Bank (May 25th, 2017)
This Sale and Purchase Agreement (this "Agreement") is made and entered into as of the 25th day of May, 2017 by and among Sterling Jewelers Inc., a Delaware corporation (the "Seller") and Comenity Bank, a Delaware state-chartered bank ("Purchaser").
Credit Card Program Agreement (May 25th, 2017)
This Credit Card Program Agreement is made as of the 25th day of May, 2017, by and between Sterling Jewelers Inc., a Delaware corporation (the "Company") and Comenity Bank, a Delaware state-chartered bank (the "Bank"), each referred to herein as a "Party", and collectively, the "Parties".
JPMorgan Chase Bank, National Association P.O. Box 161 60 Victoria Embankment London EC4Y 0JP England (November 29th, 2016)
This master confirmation (this "Master Confirmation"), dated as of October 5, 2016, is intended to set forth certain terms and provisions of certain Transactions (each, a "Transaction") entered into from time to time between J.P. Morgan Securities LLC ("JPMS"), as agent for JPMorgan Chase Bank, National Association, London Branch ("JPMorgan"), and Signet Jewelers Limited, a Bermuda corporation ("Counterparty"). This Master Confirmation, taken alone, is neither a commitment by either party to enter into any Transaction nor evidence of a Transaction. The additional terms of any particular Transaction shall be set forth in a Supplemental Confirmation in the form of Schedule A hereto (a "Supplemental Confirmation"), which shall reference this Master Confirmation and supplement, form a part of, and be subject to this Master Confirmation. This Master Confirmation and each Supplemental Confirmation together shall constitute a "Confirmation" as referred to in the Agreement specified below.
Supplemental Confirmation (November 29th, 2016)
Signet Jewelers Limited c/o Signet Group Treasury Services, Inc. 375 Ghent Road Akron, OH 44333 Attn: Michele Santana, Chief Financial Officer Telephone:Email:
Investment Agreement (August 25th, 2016)
INVESTMENT AGREEMENT, dated as of August 24, 2016 (this "Agreement"), by and among Signet Jewelers Limited, a Bermuda exempted company (the "Company"), and each of Green Equity Investors VI, L.P., a Delaware limited partnership ("Fund VI"), and Green Equity Investors Side VI, L.P., a Delaware limited partnership ("Fund Side VI" and, together with Fund VI, the "Purchaser"). The obligations of the Purchaser set forth in this Agreement shall be several and not joint among Fund VI and Fund Side VI and apportioned in percentages of 62.6567% and 37.3433%, respectively.
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 14, 2016 Among SIGNET GROUP LIMITED SIGNET GROUP TREASURY SERVICES INC. And STERLING JEWELERS INC., as Borrowers SIGNET JEWELERS LIMITED, as Parent the Additional Borrowers Party Hereto and the Lenders Party Hereto JPMORGAN CHASE BANK, N.A. As Administrative Agent PNC BANK, NATIONAL ASSOCIATION and WELLS FARGO BANK, N.A. As Co-Syndication Agents and CITIZENS BANK, N.A., FIFTH THIRD BANK, HSBC BANK USA, N.A. And U.S. BANK, NATIONAL ASSOCIATION as Co-Documentation Agents JPMORGAN CHASE BANK, N.A., PNC CAPITAL MARKETS LLC and WELLS FAR (July 15th, 2016)
AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement") dated as of July 14, 2016 among SIGNET GROUP LIMITED, SIGNET GROUP TREASURY SERVICES INC., STERLING JEWELERS INC., SIGNET JEWELERS LIMITED, the ADDITIONAL BORROWERS from time to time party hereto, the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, PNC Bank, National Association and Wells Fargo Bank, N.A., as Co-Syndication Agents, and Citizens Bank, N.A., Fifth Third Bank, HSBC Bank USA, N.A. and U.S. Bank, National Association, as Co-Documentation Agents.