Item 1.01. Entry into a Material Definitive Agreement
On June 20, 2005, the Company entered into a Credit Card Program Agreement (the
"CCPA") with HSBC Bank Nevada, N.A., a national banking association ("HSBC"),
which set forth the terms and conditions under which HSBC would issue credit
cards to the Company's customers and compensate the Company for sales made on
the cards. Under the terms of the CCPA, the Company is required to perform
certain duties, including the duties to receive in-store customer payments on
behalf of HSBC and remit such payments to HSBC. On March 6, 2006, HSBC and the
Company entered into a First Amendment to the CCPA to include credit card
accounts related to the stores acquired by the Company from Saks, Inc., and on
December 15, 2006, HSBC and the Company entered into a Second Amendment to the
CCPA to include credit card accounts related to the Parisian stores acquired by
the Company.
On August 4, 2009, HSBC and the Company entered into a Third Amendment to the
CCPA (the "Third Amendment"). Under the agreement, which is in effect through
June 20, 2012, Bon-Ton continues to participate in the revenue generated by
credit sales. The Third Amendment defines additional protection for the credit
lines of certain of the Company's loyal credit card customers, as well as
revises the compensation the Company will receive for certain types of sales
made on the credit cards and provides that the Company and HSBC will share
certain losses associated with the Credit Card Program. Either party may
terminate the Third Amendment between April 1, 2010 and July 31, 2010 upon
providing notice and making a prescribed cash payment to the other party.
The foregoing description of the Third Amendment is qualified in its entirety by
reference to the Third Amendment, a copy of which is included as Exhibit 10.1
hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
10.1 Third Amendment to the Credit Card Program Agreement