GameStop Announces the Pricing of its $350 Million Offering of 5.50% Senior Notes Due 2019
September 19 2014 - 4:20PM
Business Wire
GameStop Corp. (NYSE: GME), a family of specialty retail brands
that makes the most popular technologies affordable and simple,
today announced the pricing of its offering of $350 million in
aggregate principal amount of its 5.50% senior notes due 2019
(which represents an upsizing of $100 million). The offering is
expected to close on September 24, 2014, subject to customary
closing conditions. Estimated net proceeds of the offering after
giving effect to the initial purchasers’ discount and commissions
and all legal fees and other transaction-related expenses are
expected to be $343.5 million.
GameStop intends to use the net proceeds from the offering to
pay down the remaining outstanding balance of its asset-based
facility and for general corporate purposes, which may include
acquisitions, dividends and stock buybacks.
The notes will bear interest at a rate of 5.50% and will pay
interest semi-annually in cash in arrears on October 1 and April 1
of each year, beginning on April 1, 2015. The notes will mature on
October 1, 2019. The notes will be guaranteed on a senior unsecured
basis by all existing and future domestic restricted subsidiaries
that are borrowers under, or guarantee, the Company’s asset-based
facility. The notes and related guarantees will be the Company’s
general unsecured senior obligations and will be subordinated to
all of its and the guarantors’ existing and future secured debt to
the extent of the assets securing that secured debt. In addition,
the notes will be structurally subordinated to all of the
liabilities of the Company’s subsidiaries that are not guaranteeing
the notes, to the extent of the assets of those subsidiaries.
The notes have not been and will not be registered under the
Securities Act or the securities laws of any other jurisdiction and
may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements of the
Securities Act or the securities laws of any other jurisdiction.
Accordingly, the notes are expected to be eligible for resale in
the United States only to qualified institutional buyers and
outside the United States to non-U.S. persons in compliance with
Regulation S. This announcement shall not constitute an offer to
sell or a solicitation of an offer to buy any of these securities
nor shall there be any sale of these securities in any state in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state.
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, including the expected closing of our notes offering. 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
February 1, 2014 filed with the SEC and available at the SEC's
Internet site at http://www.sec.gov.
Matt HodgesVice President,Public and Investor RelationsGameStop
Corp.(817) 424-2130
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