GameStop 2008 Annual Report Download - page 90

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Under certain conditions, the Issuers may on any one or more occasions prior to maturity redeem up to 100% of
the aggregate principal amount of Senior Notes issued under the Indenture at redemption prices at or in excess of
100% of the principal amount thereof plus accrued and unpaid interest, if any, to the redemption date. The
circumstances which would limit the percentage of the Notes which may be redeemed or which would require the
Company to pay a premium in excess of 100% of the principal amount are defined in the Indenture. Upon a Change
of Control (as defined in the Indenture), the Issuers are required to offer to purchase all of the Notes then outstanding
at 101% of the principal amount thereof plus accrued and unpaid interest, if any, to the date of purchase. The Issuers
may acquire Senior 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 $100,000 of its Senior Notes and Senior Floating Rate Notes. As of February 3, 2007, the Company had
repurchased the maximum authorized amount, having acquired $50,000 of its Senior Notes and $50,000 of its
Senior Floating Rate Notes, and delivered the Notes to the Trustee for cancellation. The associated loss on the
retirement of this debt was $6,788 for the 53 week period ended February 3, 2007, which consists of the premium
paid to retire the Notes and the recognition 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 $150,000 of its Senior Notes and Senior Floating Rate Notes. As of August 4, 2007, the
Company had repurchased the maximum authorized amount, having acquired $20,000 of its Senior Notes and
$130,000 of its Senior Floating Rate Notes, and delivered the Notes to the Trustee for cancellation. The associated
loss on retirement of this debt was $8,751 for the 52 week period ended February 2, 2008, which consists of the
premium paid to retire the Notes and the recognition 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 $120,000 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
$3,840 associated with the redemption, which represents a $2,400 redemption premium and $1,440 to recognize
unamortized deferred financing costs.
On February 7, 2008, the Company announced that its Board of Directors authorized the buyback of up to an
aggregate of an additional $130,000 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. As of January 31, 2009, the Company had
repurchased $30,000 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 $2,331, 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 for the 52 week period ended January 31, 2009.
In October 2004, GameStop issued a promissory note in favor of Barnes & Noble in the principal amount of
$74,020 in connection with the repurchase of the Company’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 $12,173 and $12,173 were made in October 2006 and October 2007, respectively, satisfying the
promissory note in full.
The maturity on the $550,000 Senior Notes, gross of the unamortized original issue discount of $4,288, occurs
in the fiscal year ending January 2013.
F-23
GAMESTOP CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)