Hasbro, Inc. (NASDAQ: HAS) (“Hasbro”) announced today the
pricing of an underwritten registered public offering (the
“Offering”) of $300,000,000 aggregate principal amount of 2.600%
Notes due 2022 (the “2022 Notes”), $500,000,000 aggregate principal
amount of 3.000% Notes due 2024 (the “2024 Notes”), $675,000,000
aggregate principal amount of 3.550% Notes due 2026 (the “2026
Notes”), and $900,000,000 aggregate principal amount of 3.900%
Notes due 2029 (the “2029 Notes” and, together with the 2022 Notes,
the 2024 Notes and the 2026 Notes, the “Notes”).The Notes will
accrue interest beginning November 19, 2019 with semi-annual
payments commencing May 19, 2020. Subject to customary closing
conditions, the Offering is expected to settle and close on or
about November 19, 2019.
The net proceeds from the Offering will be approximately $2.355
billion, after giving effect to the underwriting discounts but not
estimated offering expenses payable by Hasbro. Hasbro intends to
use the net proceeds of the Offering to finance, in part, its
proposed acquisition (the “Proposed Acquisition”) of Entertainment
One Ltd., and to pay related costs and expenses. The closing of the
Offering is not conditioned upon the consummation of the Proposed
Acquisition. If the Proposed Acquisition is not consummated by
March 30, 2020, Hasbro will be required to redeem the Notes in
whole at a special mandatory redemption price.
BofA Securities, Inc., J.P. Morgan Securities LLC and Citigroup
Global Markets Inc. are acting as joint book-running managers for
the Offering.
The Offering is being made pursuant to an effective shelf
registration statement, as amended, including a base prospectus
dated September 5, 2017, that has been filed with the Securities
and Exchange Commission (the “SEC”) and is available on the SEC
website. A final prospectus supplement describing the terms of the
Offering and the accompanying base prospectus will be filed with
the SEC and will be available on the SEC website. Copies of these
documents may also be obtained by calling BofA Securities, Inc.
toll-free at (800) 294-1322 or emailing
dg.prospectus_requests@baml.com, contacting J.P. Morgan Securities
LLC at: J.P. Morgan Securities LLC, 383 Madison Avenue, New York,
NY 10179, Attention: Investment Grade Syndicate Desk, 3rd Floor or
by telephone at (212) 834-4533 and by contacting Citigroup Global
Markets Inc. at: Citigroup Global Markets Inc., c/o Broadridge
Financial Solutions, 1155 Long Island Ave., Edgewood, NY 11717, or
by telephone at (800) 831-9146.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy Hasbro’s notes nor shall there be
any sale of such notes in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction.
About Hasbro
Hasbro (NASDAQ: HAS) is a global play and entertainment company
committed to Creating the World's Best Play and Entertainment
Experiences. From toys and games to television, movies, digital
gaming and consumer products, Hasbro offers a variety of ways for
audiences to experience its iconic brands, including NERF, MY
LITTLE PONY, TRANSFORMERS, PLAY-DOH, MONOPOLY, BABY ALIVE, MAGIC:
THE GATHERING and POWER RANGERS, as well as premier partner brands.
Through its entertainment labels, Allspark Pictures and Allspark
Animation, the Company is building its brands globally through
great storytelling and content on all screens. Hasbro is committed
to making the world a better place for children and their families
through corporate social responsibility and philanthropy. Hasbro
ranked No. 13 on the 2019 100 Best Corporate Citizens list by CR
Magazine and has been named one of the World’s Most Ethical
Companies® by Ethisphere Institute for the past eight years. Learn
more at www.hasbro.com and follow us on Twitter (@Hasbro) and
Instagram (@Hasbro).
© 2019 Hasbro, Inc. All Rights Reserved.
Forward-Looking Statements
Certain statements in this press release contain
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements may be accompanied by such words as “anticipate,”
“believe,” “could,” “estimate,” “expect,” “forecast,” “intend,”
“may,” “plan,” “potential,” “project,” “target,” “will” and other
words and terms of similar meaning. Among other things, these
forward-looking statements include statements relating to the
expected timing, size, terms and Hasbro’s ability to complete the
debt financing; the Company’s anticipated use of proceeds from the
debt financing; and the completion of the proposed acquisition of
Entertainment One.
Hasbro’s actual actions or results may differ materially from
those expected or anticipated in the forward-looking statements due
to both known and unknown risks and uncertainties. Specific factors
that might cause such a difference include, but are not limited to:
uncertainty as to whether the transaction will be completed in a
timely manner or at all; the conditions precedent to completion of
the transaction, including the ability to secure applicable
regulatory approvals in a timely manner or at all or on expected
terms; uncertainty of whether Hasbro could achieve the expected
benefits and synergies from the transaction and successfully
integrate the operations of Entertainment One within the
anticipated time frame or at all; risks of unexpected costs,
liabilities or delays; integration difficulties, including the
ability to retain key personnel; potential volatility in the
capital markets and impact on the ability to complete the proposed
debt financing on satisfactory terms, if at all; the broad
discretion of Hasbro’s management to use the net proceeds from any
intended financing if the acquisition of Entertainment One is not
consummated; any restrictions or limitations that may stem from
financing arrangements that Hasbro has or will enter into in the
future; risks and uncertainties relating to the play and
entertainment industries, including the retail landscape,
distribution channels, consumer preferences, application of tariffs
on Hasbro’s products, and other factors that may impact or alter
Hasbro’s anticipated business plans, strategies and objectives; the
effect of the announcement, pendency or consummation of the
transaction with Entertainment One on customers, employees,
suppliers, partners and operating results; and other risks detailed
from time to time in Hasbro’s Annual Report on Form 10-K for the
year ended December 30, 2018 and in its other filings with the SEC.
The statements contained herein are based on Hasbro’s current
beliefs and expectations and speak only as of the date of this
press release. Except as may be required by law, Hasbro does not
undertake any obligation to make any revisions to the
forward-looking statements contained in this press release or to
update them to reflect events or circumstances occurring after the
date of this press release. You should not place undue reliance on
forward-looking statements.
HAS-IR
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version on businesswire.com: https://www.businesswire.com/news/home/20191113005978/en/
Investor Contact: Debbie Hancock | Hasbro, Inc. | (401) 727-5401
| debbie.hancock@hasbro.com Press Contact: Julie Duffy | Hasbro,
Inc. | (401) 727-5931 | julie.duffy@hasbro.com
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