GameStop Corp announced plans to offer $1.3 billion in convertible senior notes due 2030 through a private placement, the company said Tuesday. The offering, subject to market conditions, is intended for qualified institutional buyers under Rule 144A of the Securities Act of 1933.
GameStop also granted initial purchasers a 13-day option to acquire up to an additional $200 million in notes. The company plans to use the proceeds for general corporate purposes, including acquiring Bitcoin in accordance with its investment strategy.
Terms of GameStop Offering
The zero-coupon notes will be unsecured obligations of GameStop and will not bear regular interest or accrue principal value. They are set to mature on April 1, 2030, unless converted, redeemed, or repurchased earlier.
Upon conversion, GameStop may settle the notes with cash, shares of its Class A common stock, or a mix of both. The conversion rate and other key terms will be determined at the time of pricing. The company anticipates basing the conversion price on the volume-weighted average price of its Class A stock in the hours leading up to pricing.
Regulatory Considerations
The notes and any related common stock issued upon conversion will not be registered under U.S. securities laws and cannot be sold publicly without registration or an applicable exemption. GameStop emphasized that the announcement does not constitute an offer to sell or a solicitation to buy securities.
The company did not confirm when the offering would be completed, stating it remains contingent on market conditions.
