GameStop Announces Expiration and Final Results of the Exchange Offer and Consent Solicitation
GameStop Corp. announced the expiration and final results for its previously announced offer to exchange any and all of its outstanding $414,600,000 aggregate principal amount of 6.75% Senior Notes due 2021 (the “Existing Notes”) for newly issued 10.00% Senior Secured Notes due 2023 (the “New Notes”) and related solicitation of consents (the “Consent Solicitation”) to certain proposed amendments (the “Proposed Amendments”) to the indenture governing the Existing Notes.
According to information provided by D.F. King & Co., Inc., the information agent for the Exchange Offer and the Consent Solicitation, the aggregate principal amount of the Existing Notes (as defined below) that were validly tendered and not validly withdrawn as of 11:59 p.m., New York City time, on July 1, 2020 (the Expiration Date of the Exchange Offer) was $216,422,000, or 52.20% of the outstanding aggregate principal amount of Existing Notes.
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The settlement date of the Exchange Offer is expected to be July 6, 2020. On the settlement date, approximately $216,422,000 of New Notes are expected to be issued. As previously disclosed, the Company has received consents sufficient to approve the Proposed Amendments to the indenture governing the Existing Notes, and the Company and the trustee for the Existing Notes entered into a supplemental indenture, dated as of June 16, 2020, that gives effect to the Proposed Amendments. Such amendments to the indenture governing the Existing Notes will become operative upon the consummation of the Exchange Offer.
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Available Documents and Other Details
The complete terms and conditions of the Exchange Offer and Consent Solicitation are set forth in the offering memorandum and consent solicitation statement, as amended (the “Offering Memorandum”). This press release is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to participate in the Exchange Offer or purchase the New Notes nor a solicitation of any consents in the Consent Solicitation. The Exchange Offer and Consent Solicitation are only being made pursuant to, and this press release is qualified by reference to, the Offering Memorandum. The Exchange Offer is not being made to holders of Existing Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
The New Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any other applicable securities laws and, unless so registered, the New Notes may not be offered, sold, pledged or otherwise transferred within the United States or to or for the account of any U.S. person, except pursuant to an exemption from the registration requirements thereof.
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