UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
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August
21, 2014 (August 19, 2014)
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GAMESTOP CORP.
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(Exact name of registrant as specified in its charter)
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Delaware
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1-32637
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20-2733559
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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625 Westport Parkway, Grapevine, TX
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76051
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
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(817) 424-2000
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(Former name or former address, if changed since last report.)
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Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions (see General Instruction A.2. below):
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
The following information is furnished pursuant to Item 2.02, “Results
of Operations and Financial Condition,” and shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liabilities of that section.
On August 21, 2014, GameStop Corp. (“the Company”) issued a press
release announcing its financial results for its second quarter ended
August 2, 2014. A copy of the press release is attached hereto as
Exhibit 99.1.
The information contained in this Current Report, including the exhibit,
shall not be incorporated by reference into any filing of GameStop
Corp., whether made before or after the date hereof, regardless of any
general incorporation language in such filing, except as otherwise
expressly set forth therein.
Item 8.01 Other Events.
On August 19, 2014, GameStop Corp.’s Board of Directors approved a cash
dividend to its stockholders. The quarterly dividend of $0.33 per share
of Class A Common Stock will be paid on September 16, 2014 to
stockholders of record on the close of business on September 3,
2014. This announcement was included in a press release distributed on
August 21, 2014. A copy of the press release is attached hereto as
Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release issued by GameStop Corp., dated
August 21, 2014.
SIGNATURES
Pursuant to
the requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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GAMESTOP CORP.
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(Registrant)
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Date:
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August 21, 2014
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/s/ Robert A. Lloyd
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Name:
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Robert A. Lloyd
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Title:
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Executive Vice President &
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Chief Financial Officer
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Table of Contents
GAMESTOP CORP.
EXHIBIT INDEX
Exhibit Number
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Description
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99.1
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Press Release issued by GameStop Corp., dated August 21, 2014.
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Exhibit 99.1
GameStop
Reports Second Quarter 2014 Results
Diluted
EPS increases 144% over prior year quarter, exceeds guidance by $0.02
Same
store sales increase 21.9%
New
software sales grow 15.6%, outpacing the industry
GRAPEVINE, Texas--(BUSINESS WIRE)--August 21, 2014--GameStop Corp.
(NYSE: GME), a family of specialty retail brands that makes the most
popular technologies affordable and simple, today reported sales and
earnings for the second quarter ended August 2, 2014.
Second Quarter Results
Total global sales for the second quarter of 2014 were $1.73 billion, a
25.1% increase compared to $1.38 billion in the prior year quarter.
Consolidated comparable store sales increased 21.9%.
During the quarter, new hardware sales increased 124.8%, as worldwide
demand for Microsoft’s Xbox One and Sony’s PlayStation 4 remains very
high. New software sales grew 15.6% driven by the strong performance of
recently released new titles, such as Ubisoft’s Watch Dogs
and Nintendo’s Mario Kart 8. Each of these categories
outperformed the overall market, leading to 200 basis points of total
market share gain. The pre-owned/value category saw positive growth,
+5.5%, for the second consecutive quarter.
Sales in the mobile & consumer electronics category rose 85.1%, led by
the ongoing expansion and strong results of Spring Mobile and Simply
Mac. The Technology Brands segment contributed 19% of the company’s
second quarter’s operating profit.
Non-GAAP digital receipts increased 17.6% to $179.2 million, or $52.3
million of sales on a GAAP basis, led by strong platform currency,
mobile and global Steam Wallet sales.
Global multichannel sales (mobile, web-in-store, pick-up at store,
ecommerce) advanced 49.3% as customers utilized all of the channels
GameStop offers to purchase video gaming and mobile electronic products.
GameStop’s net earnings for the second quarter were $24.6 million, a
134.3% increase compared to net earnings of $10.5 million in the prior
year quarter. Diluted earnings per share were $0.22, a 144.4% increase
compared to diluted earnings per share of $0.09 in the prior year
quarter.
“The second quarter demonstrates the power of the new console cycle and
all of our business units, including Technology Brands, positively
contributing to the company’s sales and profits,” stated Rob Lloyd,
chief financial officer. “The back half of the year is filled with
exciting games and products coming to market and I am confident that we
are prepared to capitalize on these opportunities.”
Capital Allocation Update
During the second quarter of 2014, the company repurchased 1.90 million
shares at an average price of $39.67, or $75.5 million of stock. There
is now $329.4 million remaining on the existing repurchase authorization.
GameStop’s board of directors also declared a quarterly cash dividend of
$0.33 per common share payable on September 16, 2014, to shareholders of
record as of the close of business on September 3, 2014.
Earnings Guidance
For the third quarter of fiscal 2014, GameStop expects comparable store
sales to range from +1.0% to +5.0%.
Diluted earnings per share are expected to range from $0.58 to $0.64,
representing flat to +10.3% growth over the prior year quarter.
For fiscal year 2014, the company is maintaining its previously
announced full year diluted earnings per share guidance range of $3.40
to $3.70. Full year comparable store sales are expected to range from
+6.0% to +12.0%.
Note: Current guidance only includes the effect of the shares
repurchased thus far in fiscal 2014.
Conference Call Information
A conference call with GameStop Corp.’s management is scheduled for
August 21, 2014 at 4:00 p.m. CDT to discuss the company’s financial
results. The phone number for the call is 1-888-208-1507 and the pass
code is 8853550. This call can also be accessed at GameStop Corp.’s
investor relations home page at http://investor.GameStop.com/.
The conference call will be archived for two months on GameStop’s
corporate website.
About GameStop
GameStop Corp. (NYSE: GME), a Fortune 500 and S&P 500 company
headquartered in Grapevine, Texas, is a global, multichannel video game,
consumer electronics and wireless services retailer. GameStop operates
more than 6,600 stores across 15 countries. The company’s consumer
product network also includes www.gamestop.com; www.Kongregate.com,
a leading browser-based game site; Game Informer® magazine, the
world’s leading print and digital video game publication; and www.buymytronics.com,
an online consumer electronics trade-in platform. In addition, our
Technology Brands segment includes our Simply Mac, Spring Mobile and
Cricket stores. Simply Mac, www.simplymac.com, operates 33
stores, selling the full line of Apple products, including laptops,
tablets, smartphones and offering Apple certified warranty and repair
services. Spring Mobile, http://springmobile.com, sells post-paid
AT&T services and wireless products through its 238 AT&T branded stores.
Cricket Wireless, www.cricketwireless.com, is a new AT&T brand
offering pre-paid wireless services, devices and related accessories. We
operate 48 Cricket stores in select markets throughout the United States.
General information about GameStop Corp. can be obtained at the
company's corporate website. Follow GameStop on Twitter @ www.twitter.com/GameStop
and find GameStop on Facebook @ www.facebook.com/GameStop.
Non-GAAP Measures
As a supplement to our financial results presented in accordance with
U.S. generally accepted accounting principles (GAAP), GameStop uses
certain non-GAAP measures, such as digital receipts, to provide a
clearer perspective of the current operating performance of the company.
GameStop defines digital receipts as the full amount paid by the
customer for digital content at the time of sale and/or the value
attributed to digital content when physical and digital products are
sold combined. Non-GAAP financial measures should be viewed in addition
to, and not as an alternative for, the company's reported GAAP financial
results.
Safe Harbor
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Such
statements may include, but are not limited to, the outlook for the
third quarter and fiscal 2014, future financial and operating results,
projected store openings, the company's plans, objectives, expectations
and intentions, and other statements that are not historical facts. Such
statements are based upon the current beliefs and expectations of
GameStop's management and are subject to significant risks and
uncertainties. Actual results may differ from those set forth in the
forward-looking statements. GameStop undertakes no obligation to
publicly update or revise any forward-looking statements. The following
factors, among others, could cause actual results to differ from those
set forth in the forward-looking statements: the inability to obtain
sufficient quantities of product to meet consumer demand, including
console hardware and accessories; the timing of release of video game
titles for current generation consoles; the risks associated with
international operations, wireless industry operations and the
integration of acquisitions; the impact of increased competition and
changing technology in the video game industry, including browser and
mobile games and alternative methods of distribution; and economic,
regulatory and other events, including litigation, that could reduce or
impact consumer demand or affect the company’s business. Additional
factors that could cause GameStop's results to differ materially from
those described in the forward-looking statements can be found in
GameStop's Annual Report on Form 10-K for the fiscal year ended Feb. 1,
2014 filed with the SEC and available at the SEC's Internet site at http://www.sec.gov
or http://investor.GameStop.com.
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GameStop Corp.
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Condensed Consolidated Statements of Operations
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(in millions, except per share data)
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(unaudited)
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13 weeks
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13 weeks
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ended
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ended
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Aug 2, 2014
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Aug 3, 2013
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Net sales
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$
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1,731.4
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$
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1,383.7
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Cost of sales
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1,180.5
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|
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902.3
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Gross profit
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550.9
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481.4
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Selling, general and administrative
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expenses
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475.4
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421.6
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Depreciation and amortization
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38.8
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41.0
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Operating earnings
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36.7
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18.8
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Interest expense, net
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1.1
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|
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1.3
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Earnings before income tax expense
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35.6
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17.5
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Income tax expense
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11.0
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7.0
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Net income
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$
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24.6
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$
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10.5
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Net income per common share:
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Basic
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$
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0.22
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$
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0.09
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Diluted
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$
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0.22
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$
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0.09
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|
|
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Dividends per common share
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|
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$
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0.33
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$
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0.275
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|
|
|
|
|
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Weighted average common shares
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|
|
|
|
|
|
outstanding:
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|
|
|
|
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Basic
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|
|
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113.6
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|
|
|
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117.9
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Diluted
|
|
|
|
114.3
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|
|
|
|
119.2
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|
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|
|
|
|
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|
|
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Percentage of Net Sales:
|
|
|
|
|
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|
|
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Net sales
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|
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100.0
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%
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100.0
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%
|
Cost of sales
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|
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68.2
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%
|
|
|
|
65.2
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%
|
|
|
|
|
|
|
|
Gross profit
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31.8
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%
|
|
|
|
34.8
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%
|
|
|
|
|
|
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|
Selling, general and administrative
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|
|
|
|
|
|
expenses
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|
|
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27.5
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%
|
|
|
|
30.5
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%
|
Depreciation and amortization
|
|
|
|
2.2
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%
|
|
|
|
2.9
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%
|
|
|
|
|
|
|
|
Operating earnings
|
|
|
|
2.1
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%
|
|
|
|
1.4
|
%
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
|
0.1
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%
|
|
|
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0.1
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%
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Earnings before income tax expense
|
|
|
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2.0
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%
|
|
|
|
1.3
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%
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
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0.6
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%
|
|
|
|
0.5
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%
|
|
|
|
|
|
|
|
Net income
|
|
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1.4
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%
|
|
|
|
0.8
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%
|
|
|
GameStop Corp.
|
Condensed Consolidated Statements of Operations
|
(in millions, except per share data)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
26 weeks
|
|
|
26 weeks
|
|
|
|
ended
|
|
|
ended
|
|
|
|
Aug 2, 2014
|
|
|
Aug 3, 2013
|
|
|
|
|
|
|
|
Net sales
|
|
|
$
|
3,727.7
|
|
|
|
$
|
3,249.0
|
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Cost of sales
|
|
|
|
2,550.4
|
|
|
|
|
2,189.3
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
|
1,177.3
|
|
|
|
|
1,059.7
|
|
|
|
|
|
|
|
|
Selling, general and administrative
|
|
|
|
|
|
|
expenses
|
|
|
|
956.4
|
|
|
|
|
870.8
|
|
Depreciation and amortization
|
|
|
|
78.3
|
|
|
|
|
82.9
|
|
|
|
|
|
|
|
|
Operating earnings
|
|
|
|
142.6
|
|
|
|
|
106.0
|
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
|
1.7
|
|
|
|
|
2.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings before income tax expense
|
|
|
|
140.9
|
|
|
|
|
103.8
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
|
48.3
|
|
|
|
|
38.7
|
|
|
|
|
|
|
|
|
Net income
|
|
|
$
|
92.6
|
|
|
|
$
|
65.1
|
|
|
|
|
|
|
|
|
Net income per common share:
|
|
|
|
|
|
|
Basic
|
|
|
$
|
0.81
|
|
|
|
$
|
0.55
|
|
Diluted
|
|
|
$
|
0.80
|
|
|
|
$
|
0.55
|
|
|
|
|
|
|
|
|
Dividends per common share
|
|
|
$
|
0.66
|
|
|
|
$
|
0.55
|
|
|
|
|
|
|
|
|
Weighted average common shares
|
|
|
|
|
|
|
outstanding:
|
|
|
|
|
|
|
Basic
|
|
|
|
114.3
|
|
|
|
|
118.1
|
|
Diluted
|
|
|
|
115.1
|
|
|
|
|
119.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Net Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
|
|
100.0
|
%
|
|
|
|
100.0
|
%
|
Cost of sales
|
|
|
|
68.4
|
%
|
|
|
|
67.4
|
%
|
|
|
|
|
|
|
|
Gross profit
|
|
|
|
31.6
|
%
|
|
|
|
32.6
|
%
|
|
|
|
|
|
|
|
Selling, general and administrative
|
|
|
|
|
|
|
expenses
|
|
|
|
25.7
|
%
|
|
|
|
26.8
|
%
|
Depreciation and amortization
|
|
|
|
2.1
|
%
|
|
|
|
2.5
|
%
|
|
|
|
|
|
|
|
Operating earnings
|
|
|
|
3.8
|
%
|
|
|
|
3.3
|
%
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
|
0.0
|
%
|
|
|
|
0.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings before income tax expense
|
|
|
|
3.8
|
%
|
|
|
|
3.2
|
%
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
|
1.3
|
%
|
|
|
|
1.2
|
%
|
|
|
|
|
|
|
|
Net income
|
|
|
|
2.5
|
%
|
|
|
|
2.0
|
%
|
|
|
GameStop Corp.
|
Condensed Consolidated Balance Sheets
|
(in millions)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
Aug 2,
|
|
|
Aug 3,
|
|
|
|
2014
|
|
|
2013
|
ASSETS:
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
$
|
193.0
|
|
|
$
|
127.4
|
Receivables, net
|
|
|
|
91.2
|
|
|
|
55.7
|
Merchandise inventories, net
|
|
|
|
1,061.0
|
|
|
|
1,004.4
|
Prepaid expenses and other current assets
|
|
|
|
181.9
|
|
|
|
149.7
|
Deferred income taxes
|
|
|
|
59.2
|
|
|
|
55.2
|
Total current assets
|
|
|
|
1,586.3
|
|
|
|
1,392.4
|
|
|
|
|
|
|
|
Property and equipment:
|
|
|
|
|
|
|
Land
|
|
|
|
21.0
|
|
|
|
20.7
|
Buildings & leasehold improvements
|
|
|
|
621.9
|
|
|
|
594.3
|
Fixtures and equipment
|
|
|
|
864.0
|
|
|
|
939.2
|
Total property and equipment
|
|
|
|
1,506.9
|
|
|
|
1,554.2
|
|
|
|
|
|
|
|
Less accumulated depreciation and amortization
|
|
|
|
1,057.2
|
|
|
|
1,074.8
|
Net property and equipment
|
|
|
|
449.7
|
|
|
|
479.4
|
|
|
|
|
|
|
|
Goodwill
|
|
|
|
1,420.6
|
|
|
|
1,365.1
|
Other noncurrent assets
|
|
|
|
306.9
|
|
|
|
201.4
|
Total assets
|
|
|
$
|
3,763.5
|
|
|
$
|
3,438.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY:
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
Accounts payable
|
|
|
$
|
460.8
|
|
|
$
|
315.8
|
Accrued liabilities
|
|
|
|
743.1
|
|
|
|
812.0
|
Income taxes payable
|
|
|
|
29.7
|
|
|
|
-
|
Current portion of debt
|
|
|
|
214.1
|
|
|
|
50.0
|
Total current liabilities
|
|
|
|
1,447.7
|
|
|
|
1,177.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other long-term liabilities
|
|
|
|
134.4
|
|
|
|
103.8
|
Total liabilities
|
|
|
|
1,582.1
|
|
|
|
1,281.6
|
|
|
|
|
|
|
|
Stockholders' equity
|
|
|
|
2,181.4
|
|
|
|
2,156.7
|
Total liabilities and stockholders' equity
|
|
|
$
|
3,763.5
|
|
|
$
|
3,438.3
|
|
|
GameStop Corp.
|
|
Schedule I
|
Sales Mix
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13 Weeks Ended
|
|
|
13 Weeks Ended
|
|
|
|
Aug 2, 2014
|
|
|
Aug 3, 2013
|
|
|
|
Net
|
|
|
Percent
|
|
|
Net
|
|
|
Percent
|
|
|
|
Sales
|
|
|
of Total
|
|
|
Sales
|
|
|
of Total
|
Net Sales (in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New video game hardware
|
|
|
$
|
332.3
|
|
|
19.2
|
%
|
|
|
$
|
147.8
|
|
|
10.7
|
%
|
New video game software
|
|
|
|
497.0
|
|
|
28.7
|
%
|
|
|
|
429.8
|
|
|
31.1
|
%
|
Pre-owned and value video game products
|
|
|
|
558.0
|
|
|
32.2
|
%
|
|
|
|
528.7
|
|
|
38.2
|
%
|
Video game accessories
|
|
|
|
107.5
|
|
|
6.2
|
%
|
|
|
|
92.0
|
|
|
6.6
|
%
|
Digital
|
|
|
|
52.3
|
|
|
3.0
|
%
|
|
|
|
49.4
|
|
|
3.6
|
%
|
Mobile and consumer electronics
|
|
|
|
112.1
|
|
|
6.5
|
%
|
|
|
|
60.6
|
|
|
4.4
|
%
|
Other
|
|
|
|
72.2
|
|
|
4.2
|
%
|
|
|
|
75.4
|
|
|
5.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
$
|
1,731.4
|
|
|
100.0
|
%
|
|
|
$
|
1,383.7
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Schedule II
|
Gross Profit Mix
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13 Weeks Ended
|
|
|
13 Weeks Ended
|
|
|
|
Aug 2, 2014
|
|
|
Aug 3, 2013
|
|
|
|
|
|
|
Gross
|
|
|
|
|
|
Gross
|
|
|
|
Gross
|
|
|
Profit
|
|
|
Gross
|
|
|
Profit
|
|
|
|
Profit
|
|
|
Percent
|
|
|
Profit
|
|
|
Percent
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit (in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New video game hardware
|
|
|
$
|
31.6
|
|
|
9.5
|
%
|
|
|
$
|
15.5
|
|
|
10.5
|
%
|
New video game software
|
|
|
|
115.7
|
|
|
23.3
|
%
|
|
|
|
98.9
|
|
|
23.0
|
%
|
Pre-owned and value video game products
|
|
|
|
262.1
|
|
|
47.0
|
%
|
|
|
|
250.6
|
|
|
47.4
|
%
|
Video game accessories
|
|
|
|
41.9
|
|
|
39.0
|
%
|
|
|
|
38.4
|
|
|
41.7
|
%
|
Digital
|
|
|
|
34.0
|
|
|
65.0
|
%
|
|
|
|
35.1
|
|
|
71.1
|
%
|
Mobile and consumer electronics
|
|
|
|
40.5
|
|
|
36.1
|
%
|
|
|
|
16.3
|
|
|
26.9
|
%
|
Other
|
|
|
|
25.1
|
|
|
34.8
|
%
|
|
|
|
26.6
|
|
|
35.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
$
|
550.9
|
|
|
31.8
|
%
|
|
|
$
|
481.4
|
|
|
34.8
|
%
|
CONTACT:
Matt Hodges
Vice President,
Public and Investor
Relations
GameStop Corp.
(817) 424-2130
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