GameStop Completes Acquisition of Geeknet
July 17 2015 - 9:15AM
Business Wire
GameStop Corp. (NYSE: GME) today announced the successful
completion of its acquisition of Geeknet through a tender offer
(the “Offer”) to purchase all outstanding shares of Geeknet, Inc.
(formerly NASDAQ: GKNT) for $20.00 per share in cash, without
interest thereon and less any applicable withholding taxes (the
“Offer Price”). Following the completion of the Offer to purchase
all outstanding shares of Geeknet for the Offer Price, GameStop
acquired all remaining Geeknet shares through a merger without a
vote or meeting of Geeknet’s stockholders pursuant to Section
251(h) of the General Corporation Law of the State of Delaware.
Paul Raines, chief executive officer of GameStop, stated, “This
acquisition is another example of our on-going efforts to leverage
our core competencies to diversify and expand into new and growing
categories. The collectibles category is a rapidly growing segment
and Geeknet provides us with a strong consumer brand, product
development expertise and meaningful vendor partnerships, all of
which position us to become the market leader. We welcome the
Geeknet team and their ThinkGeek brand into the GameStop family of
brands.”
At the acceptance time for the Offer, GameStop accepted for
payment and paid for 5,924,629 shares, which were validly tendered
and not withdrawn in the Offer, representing 86.38% of Geeknet’s
outstanding shares, according to the depositary for the Offer.
At the effective time of the merger and subject to any perfected
appraisal rights, all remaining shares of Geeknet common stock not
tendered into the Offer were converted into the right to receive
$20.00 in cash, without interest thereon and less any applicable
withholding taxes, which is the same amount as paid in the Offer.
As a result of the completion of the merger, Geeknet has become a
subsidiary of GameStop. Geeknet’s common stock will no longer be
listed on the NASDAQ Global Market.
About GameStop
GameStop Corp. (NYSE: GME), a Fortune 500 and S&P 500
company headquartered in Grapevine, Texas, is a global,
multichannel video game, consumer electronics and wireless services
retailer. GameStop operates more than 6,600 stores across 14
countries. The company’s consumer product network also includes
www.gamestop.com; www.Kongregate.com, a leading browser-based game
site; and Game Informer® magazine, the world’s leading print and
digital video game publication. In addition, our Technology Brands
segment includes our Simply Mac and Spring Mobile businesses.
Simply Mac, www.simplymac.com, operates 71 stores, selling the full
line of Apple products, including laptops, tablets, and smartphones
and offering Apple certified warranty and repair services. Spring
Mobile, http://springmobile.com, sells post-paid AT&T services
and wireless products through its 410 AT&T branded stores and
offers pre-paid wireless services, devices and related accessories
through its 68 Cricket branded stores in select markets throughout
the United States.
General information about GameStop Corp. can be obtained at the
company’s corporate website. Follow GameStop on Twitter @
www.twitter.com/GameStop and find GameStop on Facebook @
www.facebook.com/GameStop.
About Geeknet
Geeknet, Inc. (formerly NASDAQ: GKNT) is the parent company
of ThinkGeek and ThinkGeek Solutions. ThinkGeek is the premier
retailer for the global geek community. Since 1999, ThinkGeek has
been creating a world where everyone can express their inner geek,
embrace their passions, and connect with each other. ThinkGeek
Solutions, which distributes video game-themed merchandise through
licensed web-stores for the gaming community, joined our Geeknet
family in August 2014. Our obsession is creating and sharing
unique and authentic product experiences that stimulate our fans’
imaginations and fuel their geek core. We believe that there is a
geek in everyone and that it should be celebrated. Want to learn
more? Check out www.thinkgeek.com or www.geek.net.
Forward-Looking Statements
This release contains forward-looking statements regarding,
among other things, statements related to expectations, goals,
plans, objectives and future events. GameStop intends such
forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in
Section 21E of the Securities Exchange Act of 1934 and the
Private Securities Reform Act of 1995. In some cases,
forward-looking statements can be identified by the following
words: “may,” “will,” “could,” “would,” “should,” “expect,”
“intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,”
“project,” “potential,” “continue,” “ongoing,” “outlook,”
“guidance” or the negative of these terms or other comparable
terminology, although not all forward-looking statements contain
these words. The forward-looking information and statements are or
may be based on a series of projections and estimates and involve
risks and uncertainties. Various factors could adversely affect
GameStop’s operations, business or financial results in the future
and cause its actual results to differ materially from those
contained in the forward-looking statements. The forward-looking
statements contained herein include assumptions about GameStop’s
operations, and certain plans, activities or events which we expect
will or may occur in the future. Risks and uncertainties related to
the transaction include the potential impact of the consummation of
the transaction on GameStop’s relationships, including with
employees, suppliers and customers. Please also refer to those
factors discussed in detail in the “Risk Factors” section contained
in GameStop’s Annual Report on Form 10-K for the year ended
Jan. 31, 2015 filed with the SEC on March 30, 2015 and in
its subsequently filed Form 10-Q. Given these uncertainties, undue
reliance should not be placed on these forward-looking statements.
GameStop undertakes no obligation to publicly release any revisions
to these forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
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version on businesswire.com: http://www.businesswire.com/news/home/20150717005087/en/
Investor and Media Inquiries:Matt HodgesVice President,
Public and Investor RelationsGameStop Corp.(817) 424-2130
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