BELLEVUE, Wash., June 24, 2014 /PRNewswire/ -- Outerwall Inc.
(NASDAQ: OUTR) today announced that it entered into a new credit
facility arrangement consisting of a senior secured $600 million revolving line of credit that, under
certain conditions, may be increased up to an additional
$200 million in aggregate, and a
senior secured $150 million
amortizing term loan. The maturity of the credit facility is
extended until June 24, 2019. This
follows the $300 million high-yield
notes offering that closed on June 9,
2014.
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Under the new credit facility, Outerwall borrowed $150 million under the term loan on the closing
date and had $185 million outstanding
under the revolving line of credit as of such date.
"As part of our capital structure strategy, we were able to lock
in historically low interest rates and extend the maturity of our
debt by issuing high-yield notes earlier this month and amending
and extending our credit facility today," said Galen C. Smith, Outerwall's chief financial
officer. "Our capital structure is now better aligned with
our targeted net leverage ratio of 1.75x to 2.25x net debt-to-core
adjusted EBITDA. In addition, we continue to have financial
flexibility for future opportunities."
The new agreement, which closed on June
24, 2014, amends and restates in its entirety the Second
Amended and Restated Credit Agreement dated as of November 20, 2007 and amended and restated as of
April 29, 2009 and as of July 15, 2011 and all amendments and restatements
thereto. The new agreement generally extends the maturity date of
the new credit facility until June 24,
2019, when all borrowings then outstanding become due. In
addition, the new credit facility decreases the aggregate amount of
the previous term loan facility and provides Outerwall with greater
flexibility than the prior agreement in certain matters, including
in the incurrence of indebtedness, particularly foreign
currencies.
The new credit facility is expected to be used for working
capital, capital expenditures, permitted acquisitions, stock
repurchases and other payments, and other corporate purposes.
Bank of America, N.A. acted as administrative agent, swing line
lender and letter of credit issuer; Merrill Lynch, Pierce, Fenner
& Smith Incorporated, HSBC Bank USA, National Association, RBC Capital Markets
and U.S. Bank National Association acted as joint lead arrangers
and joint bookrunners; and HSBC Bank USA, National Association, Royal Bank of
Canada and U.S. Bank National
Association acted as syndication agents. The Bank of
Tokyo-Mitsubishi UFJ, Ltd. and Morgan Stanley Bank, N.A. acted as
documentation agents.
About Outerwall Inc.
Outerwall Inc. (Nasdaq: OUTR) has more than 20 years of
experience creating some of the most profitable spaces for their
retail partners. The company mission is to create a better everyday
by delivering breakthrough kiosk experiences that delight consumers
and generate revenue for retailers. As the company that brought
consumers Redbox® entertainment, Coinstar®
money services, and ecoATM® electronics recycling
kiosks, Outerwall is leading the next generation of automated
retail and paving the way for inventive, scalable businesses.
Outerwall™ kiosks are in neighborhood grocery stores, drug stores,
mass merchants, malls, and other retail locations in the United States, Canada, Puerto
Rico, the United Kingdom,
and Ireland.
Safe Harbor for Forward-Looking Statements
Certain statements in this press release are "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. The words "believe," "will," "expect,"
"intend," "anticipate," and variations of such words, and similar
expressions identify forward-looking statements, but their absence
does not mean that the statement is not forward-looking. The
forward-looking statements in this release include statements
regarding Outerwall Inc.'s and its subsidiaries' future use of the
new credit facility. Forward-looking statements are not guarantees
of future actions, results, performance or events, which may vary
materially from those expressed or implied in such statements.
Differences may result from actions taken by Outerwall Inc., its
subsidiaries or management, as well as from risks and uncertainties
beyond Outerwall Inc.'s control. Such risks and uncertainties
include, but are not limited to, the ability to obtain future
financing, the ability to generate sufficient cash flow to timely
and fully service indebtedness and adhere to certain negative
covenants and restrictions contained in the credit facility,
changes in strategic and financial objectives, the termination,
non-renewal or renegotiation on materially adverse terms of our
contracts with our significant retailers and suppliers, payment of
increased fees to retailers and suppliers, the inability to receive
delivery of DVDs on the date of their initial release to the
general public, or shortly thereafter, for home entertainment
viewing, the effective management of our DVD inventory, the ability
to attract new retailers, penetrate new markets and distribution
channels and react to changing consumer demands, the ability to
achieve the strategic and financial objectives for our entry into
or expansion of new businesses (including ecoATM), the ability to
adequately protect our intellectual property, and the application
of substantial federal, state, local and foreign laws and
regulations specific to our business. The foregoing list of risks
and uncertainties is illustrative, but by no means exhaustive. For
more information on factors that may affect future performance,
please review "Risk Factors" described in our most recent Annual
Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q
filed with the Securities and Exchange Commission, as well as other
filings with the Securities and Exchange Commission. These
forward-looking statements reflect Outerwall Inc.'s expectations as
of the date of this release. Outerwall Inc. undertakes no
obligation to update the information provided herein.
SOURCE Outerwall Inc.