GameStop 2007 Annual Report Download - page 55

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The Issuers may acquire the Notes by means other than redemption, whether by tender offer, open market
purchases, negotiated transactions or otherwise, in accordance with applicable securities laws, so long as such
acquisitions do not otherwise violate the terms of the Indenture.
In May 2006, the Company announced that its Board of Directors authorized the buyback of up to an aggregate
of $100 million of its Senior Floating Rate Notes and Senior Notes. As of February 3, 2007, the Company had
repurchased the maximum authorized amount, having acquired $50.0 million of its Senior Notes and $50.0 million
of its Senior Floating Rate Notes, and delivered the Notes to the Trustee for cancellation. The associated loss on
retirement of debt was $6.1 million, which consists of the premium paid to retire the Notes and the write-off of the
deferred financing fees and the original issue discount on the Notes.
On February 9, 2007, the Company announced that its Board of Directors authorized the buyback of up to an
aggregate of an additional $150 million of its Senior Notes and Senior Floating Rate Notes. The timing and amount
of the repurchases were determined by the Company’s management based on their evaluation of market conditions
and other factors. As of February 2, 2008, the Company had repurchased the additional $150 million of the Notes,
having acquired $20.0 million of its Senior Notes and $130.0 million of its Senior Floating Rate Notes, and
delivered the Notes to the Trustee for cancellation. The associated loss on retirement of this debt was $8.8 million,
which consists of the premium paid to retire the Notes and the write-off of the deferred financing fees and the
original issue discount on the Notes.
On June 28, 2007, the Company announced that its Board of Directors authorized the redemption of the
remaining $120 million of Senior Floating Rate Notes outstanding. The Company redeemed the Senior Floating
Rate Notes on October 1, 2007 at the redemption price specified by the Senior Floating Rate Notes of 102.0%, plus
all accrued and unpaid interest through the redemption date. The Company incurred a one-time pre-tax charge of
$3.8 million associated with the redemption, which represents a $2.4 million redemption premium and $1.4 million
to recognize unamortized deferred financing costs.
Subsequently, on February 7, 2008, the Company announced that its Board of Directors authorized the
buyback of up to an aggregate of an additional $130 million of its Senior Notes. The timing and amount of the
repurchases will be determined by the Company’s management based on their evaluation of market conditions and
other factors. In addition, the repurchases may be suspended or discontinued at any time. At the time of this filing,
the Company had repurchased $24.7 million of its Senior Notes pursuant to this new authorization and delivered the
Senior Notes to the Trustee for cancellation. The associated loss on retirement of debt is $1.9 million, which consists
of the premium paid to retire the Senior Notes and the write-off of the deferred financing fees and the original issue
discount on the Senior Notes.
In October 2004, Historical GameStop issued a promissory note in favor of Barnes & Noble in the principal
amount of $74.0 million in connection with the repurchase of Historical GameStop’s common stock held by
Barnes & Noble. The note was unsecured and bore interest at 5.5% per annum, payable with each principal
installment. Scheduled principal payments of $37.5 million, $12.2 million and $12.2 million were made in January
2005, October 2005 and October 2006, respectively, as required by the promissory note. The final payment of
$12.2 million, satisfying the promissory note in full, was made in October 2007.
Based on our current operating plans, we believe that available cash balances, cash generated from our
operating activities and funds available under the Revolver will be sufficient to fund our operations, required
interest payments on the Senior Notes, store expansion and remodeling activities and corporate capital expenditure
programs for at least the next 12 months.
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