GameStop Files for $1.3 Billion Convertible Senior Notes Offering

GLOBE NEWSWIRE - March 26, 2025 - GameStop Corp. (NYSE: GME) today announced that it intends to offer $1.3 billion of convertible senior notes due 2029 (the "Notes") in a private offering. The Notes will be convertible into GameStop's common stock, par value $0.01 per share, at an initial conversion price of $15.00 per share.

The Notes will be governed by an indenture, which will be entered into by GameStop and a financial institution, as trustee. The Notes will bear interest at a rate of 4.5% per annum, payable semi-annually, and will mature on March 15, 2029.

GameStop expects to use the net proceeds from the offering to repurchase approximately $1.1 billion of its outstanding convertible senior notes due 2026, and to use the remaining proceeds for general corporate purposes, including potential strategic acquisitions or investments.

The offering is expected to close on or about April 10, 2025, subject to customary closing conditions. The Notes will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration.

J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, and BofA Securities, Inc. are acting as the joint bookrunners and representatives of the initial purchasers for the offering. Deutsche Bank Securities Inc. and RBC Capital Markets, LLC are also acting as joint bookrunners.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The Notes will be offered only to persons reasonably believed to be qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended, or outside the United States to persons other than "U.S. persons" as defined in Regulation S under the Securities Act of 1933, as amended.