Business Context and Reporting Period
Company: Bath & Body Works, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: May 22, 2025
Event: Entry into a Material Definitive Agreement regarding the amendment and restatement of the Senior Secured Asset-Based Revolving Credit Facility (ABL Facility).
Key Financial Metrics and Facility Terms
This filing details the terms of a new credit facility rather than reporting operational financial results (revenue, profit, cash flow) for a specific period.
- Facility Maturity: Five years from closing, subject to potential acceleration to 91 days prior to Senior Notes maturity if specific availability and coverage ratios are not met.
- Borrowing Base Composition:
- 95.0% of eligible credit card receivables.
- 85.0% of eligible accounts receivable.
- 90.0% of net orderly liquidation value of eligible inventory (increases to 92.5% during the 90-day high-season period).
- 50.0% of net orderly liquidation value of eligible component inventory.
- 50% of eligible real property (capped at the lesser of $150 million or 25.0% of the borrowing base).
- Interest Rates: SOFR/CORRA plus 1.25% to 1.75%; Alternate Base Rate/Canadian Prime plus 0.25% to 0.75% (based on average daily excess availability).
- Unused Commitment Fee: 0.25% to 0.30%.
- Financial Covenant: Requires a 1.00:1.00 Consolidated EBITDAR to Consolidated Fixed Charges ratio during specific default events or when excess availability falls below the greater of $70 million or 10.0% of the maximum borrowing amount.
Material Changes Versus Prior Period
The filing represents a restatement of the existing ABL Facility. The document does not provide comparative financial data (e.g., revenue or profit changes) against prior periods. The primary material change is the update to the credit agreement terms, including specific borrowing base percentages and covenant thresholds.
Guidance, Outlook, and Risks
Management Commentary: The filing contains no forward-looking guidance on sales, earnings, or strategic outlook. It is strictly a disclosure of debt facility terms.
Risks and Contingencies:
- Maturity Acceleration Risk: The facility maturity may be accelerated if excess availability is less than $200 million (pro forma for Senior Notes repayment) and the EBITDAR to Fixed Charges ratio is less than 1.10:1.00.
- Covenant Compliance: The company must maintain specific liquidity thresholds to avoid triggering financial maintenance covenants.
- Collateral Requirements: Obligations are secured by first-priority liens on receivables, inventory, and deposit accounts, and second-priority liens on substantially all other assets.
Important Facts for Investor Verification
- Verify the total aggregate revolving credit commitments available under the new facility (the specific dollar cap is not explicitly stated in the summary text, only the borrowing base calculation).
- Confirm the outstanding principal amount of the "Subject Notes" referenced in the maturity acceleration clause.
- Review the full text of Exhibit 10.1 for the complete list of lenders and specific definitions of "eligible" assets.
- Monitor future filings for the company's ability to maintain the required excess availability to prevent maturity acceleration.