Activision Blizzard, Inc. Announces Pricing of Private Offering of $2.25 Billion of Senior Notes
September 12 2013 - 5:36PM
Business Wire
Activision Blizzard, Inc. (NASDAQ: ATVI) (the “Company”)
announced today it has priced $1,500 million aggregate principal
amount of 5.625% senior notes due 2021 (the “2021 Notes”) and $750
million aggregate principal amount of 6.125% senior notes due 2023
(the “2023 Notes” and, together with the 2021 Notes, the “Notes”).
The offering is expected to close on or about September 19,
2013.
The Notes will be the general senior obligations of the Company
and will be fully and unconditionally guaranteed on a senior basis
by certain of the Company’s U.S. subsidiaries. The Notes and
related guarantees will not be secured.
The Company intends to use the net proceeds of the offering,
along with cash on hand and proceeds from borrowings under senior
secured credit facilities to be entered into concurrently with the
completion of this offering, to: (i) finance the consideration to
be paid by the Company to Vivendi S.A., a société anonyme organized
under the laws of France (and together with its affiliates,
“Vivendi”) in connection with the transactions contemplated by the
stock purchase agreement entered into on July 25, 2013 among the
Company, Vivendi and ASAC II LP, an exempted limited partnership
established under the laws of the Cayman Islands and acting by ASAC
II LLC, its general partner (the “Transactions”); and (ii) pay the
Company’s fees and expenses incurred in connection with the
Transactions.
The Company is offering the Notes and related guarantees in a
private offering that is exempt from the registration requirements
of the Securities Act of 1933, as amended (the “Securities Act”).
The Company is offering the Notes and related guarantees within the
United States only to qualified institutional buyers in accordance
with Rule 144A under the Securities Act and outside the United
States only to non-U.S. investors in accordance with Regulation S
under the Securities Act. The Notes and related guarantees will not
be registered under the Securities Act or the securities laws of
any other jurisdiction. Unless so registered, the Notes and related
guarantees may not be offered or sold in the United States except
pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act and applicable
state securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security nor does it constitute
an offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale is unlawful.
About Activision Blizzard:
Activision Blizzard, Inc. is the world’s largest and most
profitable independent interactive entertainment publishing
company. It develops and publishes some of the most successful and
beloved entertainment franchises in any medium, including Call of
Duty®, Skylanders®, World of Warcraft®, StarCraft® and Diablo®.
Headquartered in Santa Monica, California, it maintains operations
throughout the United States, Europe, and Asia. Activision
Blizzard, Inc. develops and publishes games on all leading
interactive platforms and its games are available in most countries
around the world.
Forward-looking statements:
This press release contains forward-looking statements
including, but not limited to, those relating to the offering of
Notes, the Transactions and the entry into senior secured credit
facilities and whether or not the Company will consummate the
offering of Notes or the other transactions described herein. The
forward-looking statements in this release are based upon
information available to the Company as of the date of this
release, and the Company assumes no obligation to update any such
forward-looking statements. Although these forward-looking
statements are believed to be true when made, they may ultimately
prove to be incorrect. These statements are not guarantees of the
future performance of the Company and are subject to risks,
uncertainties and other factors, some of which are beyond its
control and may cause actual results to differ materially from
current expectations.
Activision Blizzard, Inc.Kristin SoutheySVP of
Investor Relations and Treasurer(310)
255-2635ksouthey@activision.comorMaryanne
LataifSVP, Corporate Communications(310)
255-2704mlataif@activision.com
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