ITEM 1.01 Entry into a Material Definitive Agreement.
February 21, 2014, AÉropostale, Inc. (the "Company"), certain of its direct and indirect subsidiaries, including GoJane LLC("GoJane"), the Lenders party thereto, and Bank of America, N.A., as agent for the ratable benefit of the Credit Parties (in such capacity, the "Agent"), entered into a Joinder and First Amendment to Third Amended and Restated Loan and Security Agreement and Amendment to Certain Other Loan Documents (the "First Amendment"). The First Amendment amended the Third Amended and Restated Loan and Security Agreement, dated as of September 22, 2011among the Company, the Guarantors party thereto, the Lenders party thereto, and the Agent (the "Loan and Security Agreement") in certain respects. The Loan and Security Agreement was amended, among other things, to increase from $175 millionto $230 millionthe aggregate amount of loans and other extensions of credit available to the Borrower under the Loan and Security Agreement by (i) the addition of a $30 millionfirst-in, last-out revolving loan facility based on the appraised value of certain intellectual property of the Company, and (ii) an increase in the Company's existing revolving credit facility by $25 million, from $175 millionto $200 million(which continues to include a $40 millionsublimit for the issuance of letters of credit). In addition, the accordion feature of the Loan and Security Agreement, under which the Company may request an increase in the commitments of the Lenders thereunder from time to time, was reduced from $75,000,000to $50,000,000. GoJane, an indirect wholly-owned subsidiary of the Company, also joined the credit facility as a new guarantor. As of February 21, 2014, the Company had no outstanding loan balances under the Loan and Security Agreement. As of that date one standby letter of credit in the amount of $0.2 millionand which expires on June 30, 2014, had been issued under the Loan and Security Agreement. The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the First Amendment (including the exhibit thereto), a copy of which is attached to this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.
ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of the Registrant. Reference is made to the disclosure set forth under Item 1.01 of this Current Report on Form 8-K, which disclosure is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits 10.1 Joinder and First Amendment to Third Amended and Restated Loan and Security Agreement and Amendment to Certain Other Loan Documents dated as of
February 21, 2014by and among the Company, GoJane LLC, the other Guarantors party thereto, the Lenders party thereto, and Bank of America, N.A, as agent.