GameStop Corp. Announces Closing of Offering of Senior Floating Rate Notes and Senior Notes
September 30 2005 - 7:30AM
Business Wire
GameStop Corp. (NYSE:GME)(NYSE:GME.B) announced today that the
offering of U.S. $300,000,000 aggregate principal amount of Senior
Floating Rate Notes and $650,000,000 aggregate principal amount of
8% Senior Notes by GSC Holdings Corp. and GameStop, Inc., both
wholly-owned subsidiaries of GameStop Corp., successfully closed on
September 28, 2005. The net proceeds of the offering will be used
to pay the cash portion of the merger consideration to be paid to
the stockholders of Electronics Boutique Holdings Corp. in
connection with the pending business combination with Electronics
Boutique, which transaction is subject to stockholder approval.
Meetings of both GameStop and Electronics Boutique stockholders to
approve the business combination are scheduled for October 6, 2005.
The gross proceeds of the offering were placed into escrow and will
be released to the issuers, less applicable discounts, in
connection with the closing of the business combination. In the
event the business combination does not close by October 31, 2005,
the notes will be redeemed. GSC Holdings Corp. and GameStop, Inc.
placed the notes in a private transaction under Rule 144A under the
United States Securities Act of 1933, as amended, and in
transactions outside the United States in reliance upon Regulation
S under the Securities Act. The notes have not been 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. This press release does not constitute an offer to
sell or a solicitation of an offer to buy any notes or any other
securities, nor will there be any sale of the notes or any other
security in any jurisdiction in which such an offer or sale would
be unlawful. About GameStop Corp. Headquartered in Grapevine, TX,
GameStop Corp. (NYSE:GME) (NYSE:GME.B) is one of the nation's
largest video game and entertainment software retailers. The
company operates 1,980 retail stores throughout the 50 states, the
District of Columbia, Puerto Rico, Ireland and the United Kingdom,
primarily under the GameStop(R) brand. In addition, the company
owns a commerce-enabled Web property, GameStop.com, and Game
Informer(R) magazine, a leading video and computer game
publication. GameStop Corp. sells the most popular new software,
hardware and game accessories for the PC and next generation video
game systems from Sony, Nintendo, and Microsoft. In addition, the
company sells computer and video game magazines and strategy
guides, action figures, and other related merchandise to more than
30 million customers. General information on GameStop Corp. can be
obtained via the Internet by visiting the company's corporate
Website: http://www.gamestop.com/investor-relations/. About
Electronics Boutique Holdings Corp. Electronics Boutique, a Fortune
1000 company, is a leading global retailer dedicated exclusively to
video game hardware and software, PC entertainment software,
accessories and related products. As of July 30, 2005, the company
operated 2,280 stores in the United States, Australia, Canada,
Denmark, Finland, Germany, Italy, New Zealand, Norway, Puerto Rico,
Spain and Sweden -- primarily under the names EB Games and
Electronics Boutique. The company operates an e-commerce website at
http://www.ebgames.com. Additional company information is available
at http://www.ebholdings.com. SAFE HARBOR This press release
contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements
include, but are not limited to, statements about the benefits of
the business combination transaction involving GameStop and
Electronics Boutique, including future financial and operating
results, the new 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 and Electronics Boutique's management and are subject to
significant risks and uncertainties. Actual results may differ from
those set forth in the forward-looking statements. The following
factors, among others, could cause actual results to differ from
those set forth in the forward-looking statements: the risk that
the businesses will not be integrated successfully; the risk that
the cost savings and any other synergies from the transaction may
not be fully realized or may take longer to realize than expected;
disruption from the transaction making it more difficult to
maintain relationships with customers, employees or suppliers; and
competition and its effect on pricing, spending, third-party
relationships and revenues. Additional factors that could cause
GameStop's and Electronics Boutique's results to differ materially
from those described in the forward-looking statements can be found
in the Annual Reports on Forms 10-K/A of GameStop and Electronics
Boutique for the fiscal year ended January 29, 2005 filed with the
SEC and available at the SEC's Internet site at http://www.sec.gov.
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