GameStop Announces Intention to Launch a Modified Dutch Auction Tender Offer
Intends to launch a “modified Dutch auction” tender offer to repurchase up to 12,000,000 shares of Class A common stock at a purchase price of not greater than $6.00 and not less than $5.20 per share. GRAPEVINE, Texas, June 10, 2019 (GLOBE NEWSWIRE) -- GameStop Corp. (NYSE: GME) today announced its plan to launch a “modified Dutch auction” tender offer to purchase up to 12,000,000 shares of its Class A common stock, par value $0.001 per share (“Common Stock”), at a cash purchase price of not greater than $6.00 and not less than $5.20 per share (the “Purchase Price”). On June 7, 2019, the closing price of the Common Stock was $5.02 per share. The tender offer is expected to commence tomorrow, June 11, 2019, and to expire at 5:00 p.m., New York City Time, on July 10, 2019, unless the offer is extended. George Sherman, GameStop’s chief executive officer said, “While improving our operations and capturing efficiencies in our business to drive returns for our shareholders continues to be the top priority for the new leadership team, we view the purchase of our shares to be financially compelling at this time. We are committed to leveraging the core strengths of our business, implementing longer-term growth initiatives and continuing our disciplined approach to capital allocation.” A “modified Dutch auction” tender offer allows shareholders to indicate how many shares of Common Stock and at what price within the range described above they wish to tender their shares. Based on the number of shares of Common Stock tendered and the prices specified by the tendering shareholders, GameStop will determine the lowest price per share within the range that will enable it to purchase 12,000,000 shares of Common Stock, or such lesser number of shares of Common Stock that are properly tendered and not properly withdrawn prior to the expiration date of the tender offer. All shares purchased in the tender offer will be purchased at the same price, even if the shareholder tendered at a lower price. Shares of Common Stock tendered at a price above the price at which GameStop is able to purchase 12,000,000 shares will not be purchased in the tender offer. The tender offer will not be conditioned upon any minimum number of shares of Common Stock being tendered or any financing conditions. While GameStop’s Board of Directors has authorized GameStop to make the tender offer, neither GameStop nor its Board of Directors makes any recommendation to any shareholder as to whether to tender or refrain from tendering any shares of Common Stock or as to the price or prices at which shareholders may choose to tender their shares. GameStop has not authorized any person to make any such recommendation. Shareholders must decide whether to tender their shares of Common Stock and, if so, how many shares to tender and at what price or prices to tender. In doing so, shareholders should carefully evaluate all of the information in the tender offer documents, when available, before making any decision with respect to the tender offer, and should consult their own broker or other financial and tax advisors. The tender offer will be made under GameStop’s $300 million share repurchase program announced on April 2, 2019, all of which remains available prior to this tender offer. Future repurchases under the program may be executed after the expiration of the tender offer through open market purchases or other means from time to time, subject to applicable laws and regulations and subject to market conditions and other factors. Additional Information Regarding the Tender Offer About GameStop General information about GameStop Corp. can be obtained at the company’s corporate website. Follow @GameStop and @GameStopCorp on Twitter and find GameStop on Facebook at www.facebook.com/GameStop. Safe Harbor Contact |
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