Exhibit 99.1
Abercrombie & Fitch Co.
Abercrombie & Fitch Co. Announces Closing of Offering of $350 Million of Senior Secured Notes due 2025 and Repayment of All Outstanding Borrowings under Term Loan Facility and Amended ABL Facility
New Albany, Ohio, July 2, 2020: Abercrombie & Fitch Co. (NYSE: ANF) (“A&F”) announced today the closing of the previously announced offering of $350 million aggregate principal amount of 8.75% senior secured notes due 2025 (the “Senior Secured Notes”) by its indirect wholly-owned subsidiary, Abercrombie & Fitch Management Co. (“A&F Management”). A&F Management used the net proceeds from the offering of the Senior Secured Notes to repay all $233 million in outstanding borrowings under A&F Management’s existing senior secured term loan facility, to repay a portion of the outstanding borrowings under A&F Management’s existing senior secured asset-based revolving credit facility (the “Amended ABL Facility”), and to pay fees and expenses in connection with such repayments and the offering of the Senior Secured Notes.
A&F also announced that A&F Management has repaid all $210 million in outstanding borrowings under the Amended ABL Facility using a combination of net proceeds from the offering of the Senior Secured Notes and existing cash on hand.
The Senior Secured Notes were offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act. The Senior Secured Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
A&F cautions that any forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) contained in this press release or made by management or spokespeople of A&F involve risks and uncertainties and are subject to change based on various important factors, many of which may be beyond A&F’s control. Words such as “estimate,” “project,” “plan,” “believe,” “expect,” “anticipate,” “intend,” and similar expressions may identify forward-looking statements. Except as may be required by applicable law, we undertake no obligation to publicly update or revise any forward-looking statements. The following factors, in addition to those disclosed in “ITEM 1A. RISK FACTORS” of A&F’s Annual Report on Form 10-K for the fiscal year ended February 1, 2020 and Current Report on Form 8-K filed with the Securities and Exchange Commission on June 17, 2020, in some cases have affected, and in the future could affect, A&F’s financial performance and could cause actual results for fiscal 2020 and beyond to differ materially from those expressed or implied in any of the forward-looking statements included in this press release or otherwise made by