Macy’s, Inc. Announces Pricing For Its Debt Tender Offer

Macy’s, Inc. (NYSE: M) today announced the applicable Reference Yields and consideration payable with respect to the cash Tender Offer by its wholly owned subsidiary, Macy’s Retail Holdings, Inc., to purchase up to $700 million in aggregate principal amount of its outstanding Notes. The terms and conditions of the Tender Offer are described in an Offer to Purchase dated October 29, 2012 (the “Offer to Purchase”), as modified by Macy’s, Inc.’s press release dated November 13, 2012.

The applicable Total Tender Offer Consideration for each $1,000 in principal amount of Notes tendered and accepted for payment pursuant to the Tender Offer is based on the applicable Reference Yield plus a Fixed Spread, each as set forth in the table below. The Reference Yields were determined today at 2:00 p.m., New York City time, by the Dealer Managers. The Late Tender Offer Consideration, as set forth in the table below, is the applicable Total Tender Offer Consideration minus the applicable Early Tender Premium. In addition, all payments for Notes accepted for purchase in the Tender Offer will include accrued and unpaid interest on the principal amount tendered up to, but not including, the Settlement Date for the Tender Offer, which is currently expected to be November 28, 2012.

Title ofSecurity
  Reference U.S.Treasury Security   ReferenceYield  

Fixed Spread (basis points)

Total TenderOffer Considerationper $1,000Principal Amountof Notes

Late TenderOfferConsiderationper $1,000 PrincipalAmountof Notes
314275AA6 5.90% Senior Notes due 2016 0.750% U.S. Treasury Note due October 31, 2017 0.623% 30 $1,195.41 $1,165.41
577778BF9 7.45% Debentures due 2016 0.750% U.S. Treasury Note due October 31, 2017 0.623% 60 $1,235.28 $1,205.28
577778AX1 7.50% Debentures due 2015 0.250% U.S. Treasury Note due October 15, 2015 0.328% 70 $1,159.86 $1,129.86
55616XAE7 7.875% Senior Notes due 2015 0.250% U.S. Treasury Note due October 15, 2015 0.328% 62 $1,179.53 $1,149.53

Credit Suisse Securities (USA) LLC is the Coordinating Dealer Manager and BofA Merrill Lynch and J.P. Morgan Securities LLC are the other Dealer Managers for the Tender Offer. Global Bondholder Services Corporation is the Information Agent and the Depositary. This news release is neither an offer to purchase nor a solicitation of an offer to sell the Notes. The Tender Offer is made only by the Offer to Purchase and the information in this news release is qualified by reference to the Offer to Purchase and related Letter of Transmittal dated October 29, 2012. Persons with questions regarding the Tender Offer should contact Credit Suisse Securities (USA) LLC at (toll-free) (800) 820-1653, BofA Merrill Lynch at (toll-free) (888) 292-0070 and J.P. Morgan Securities LLC at (toll-free) (866) 834-4666. Requests for copies of the Offer to Purchase, Letter of Transmittal and related materials should be directed to Global Bondholder Services Corporation at (212) 430-3774 or (toll-free) (866) 873-6300. Questions regarding the tendering of Notes may be directed to Global Bondholder Services Corporation at (toll-free) (866) 873-6300.

Capitalized terms used in this news release and not defined herein have the meanings given to them in the Offer to Purchase.

Macy’s, Inc., with corporate offices in Cincinnati and New York, is one of the nation’s premier retailers, with fiscal 2011 sales of $26.4 billion. The company operates about 840 department stores in 45 states, the District of Columbia, Guam and Puerto Rico under the names of Macy’s and Bloomingdale’s, as well as the and websites. The company also operates 12 Bloomingdale’s Outlet stores.

All statements in this press release that are not statements of historical fact are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are based upon the current beliefs and expectations of Macy’s management and are subject to significant risks and uncertainties. Actual results could differ materially from those expressed in or implied by the forward-looking statements contained in this release because of a variety of factors, including conditions to, or changes in the timing of, proposed transactions, changes in the conditions of the securities markets, particularly the markets for debt securities and other factors identified in documents filed by Macy’s with the Securities and Exchange Commission.

(NOTE: Additional information on Macy’s, Inc., including past news releases, is available at

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