Gateway to Offer $250 Million of Convertible Senior Notes
December 15 2004 - 5:36PM
PR Newswire (US)
Gateway to Offer $250 Million of Convertible Senior Notes IRVINE,
Calif., Dec. 15 /PRNewswire-FirstCall/ -- Gateway, Inc. (NYSE:GTW)
today announced that it is selling two series of convertible senior
notes for an aggregate principal amount of $250 million. One series
will mature in 2009 and the other in 2011. The notes will bear
interest and will be convertible into shares of Gateway's common
stock at a rate and price to be determined on Dec. 16, 2004.
Gateway expects to grant the initial purchasers of the notes an
option to purchase up to an additional $25 million aggregate
principal amount of the notes. Upon the occurrence of certain
designated events, holders will have the right to require Gateway
to repurchase the notes at a price equal to 100 percent of their
principal amount. Should certain transactions that constitute a
fundamental change in Gateway occur, under certain circumstances
the conversion rate for the notes will be increased. (Logo:
http://www.newscom.com/cgi-bin/prnh/20020930/LAM050LOGO ) Gateway
intends to use the net proceeds from the offering, together with
cash and credit facility borrowings, to repurchase all of Gateway's
Series C redeemable, convertible preferred stock and the majority
of Gateway's Series A convertible preferred stock. The convertible
senior note offering is expected to close on Dec. 21, 2004. The
notes will be offered only to qualified institutional buyers and
other eligible purchasers in a Rule 144A private placement
offering. The notes will not be registered under the Securities Act
of 1933 and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements. Special note This press release contains
forward-looking statements that involve risks and uncertainties, as
well as assumptions that, if they do not materialize or prove
incorrect, could cause Gateway's results to differ materially from
those expressed or implied by such forward-looking statements. All
statements, other than statements of historical fact, are
statements that could be forward-looking statements, including any
projections or preliminary estimates of earnings, revenues, or
other financial items; any statements of plans, strategies and
objectives of management for future operations; the extent of
seasonal changes in demand; any statements regarding proposed new
products, services or developments; any statements regarding future
economic conditions or performance; statements of belief and any
statement of assumptions underlying any of the foregoing. The risks
that contribute to the uncertain nature of these statements
include, among others, risks related to shifting our distribution
model to third-party retail; competitive factors and pricing
pressures, including the impact of aggressive pricing cuts by
larger competitors; general conditions in the personal computing
industry, including changes in overall demand and average selling
prices, shifts from desktops to mobile computing products and
information appliances and the impact of new microprocessors and
operating software; the ability to simplify the company's business,
change its distribution model and restructure its operations and
cost structure; component supply shortages; short product cycles;
the ability to access new technology; infrastructure requirements;
risks of international business; foreign currency fluctuations;
risks relating to new or acquired businesses, joint ventures and
strategic alliances; risks related to financing customer orders;
changes in accounting rules; the impact of litigation and
government regulation generally; inventory risks due to shifts in
market demand; the impact of employee reductions and management
changes and additions; and general economic conditions, and other
risks described from time to time in Gateway's Securities and
Exchange Commission periodic reports and filings. Gateway assumes
no obligation to update any forward-looking statements to reflect
events that occur or circumstances that exist after the date on
which they were made.
http://www.newscom.com/cgi-bin/prnh/20020930/LAM050LOGO
http://photoarchive.ap.org/ DATASOURCE: Gateway, Inc. CONTACT:
Media, Lisa Emard, +1-949-471-7705, , or Investors, Marlys Johnson,
+1-605-232-2709, , both of Gateway, Inc. Web site:
http://www.gateway.com/ Company News On-Call:
http://www.prnewswire.com/comp/144245.html
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