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Business Wire
11-06-2025
- Business
- Business Wire
GameStop Announces Proposed Private Offering of $1.75 Billion of Convertible Senior Notes
GRAPEVINE, Texas--(BUSINESS WIRE)--GameStop Corp. (NYSE: GME) ('GameStop') today announced that it intends to offer, subject to market conditions and other factors, $1.75 billion aggregate principal amount of 0.00% Convertible Senior Notes due 2032 (the 'notes') in a private offering (the 'offering') to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the 'Securities Act'). GameStop also intends to grant the initial purchasers of the notes an option to purchase, within a 13-day period beginning on, and including, the date on which the notes are first issued, up to an additional $250 million aggregate principal amount of notes. The notes will be general unsecured obligations of GameStop, will not bear regular interest and the principal amount of the notes will not accrete. The notes will mature on June 15, 2032, unless earlier converted, redeemed or repurchased. Upon conversion, GameStop will pay or deliver, as the case may be, cash, shares of GameStop's Class A common stock, par value $.001 per share ('Class A common stock'), or a combination of cash and shares of Class A common stock, at its election. The initial conversion rate, repurchase or redemption rights and other terms of the notes will be determined at the time of pricing of the offering. GameStop expects that the reference price used to calculate the initial conversion price for the notes will be the U.S. composite volume weighted average price of Class A common stock from 1:00 p.m. through 4:00 p.m. Eastern Daylight Time on the date of pricing. GameStop intends to use the net proceeds from the offering for general corporate purposes, including making investments in a manner consistent with GameStop's Investment Policy and potential acquisitions. Neither the notes, nor any shares of Class A common stock issuable upon conversion of the notes, if any, have been, or will be, registered under the Securities Act or any state securities laws, and unless so registered, may not be offered or sold in the United States, or to, or for the account or benefit of, U.S. Persons, absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws. This press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. There can be no assurances that the offering of the notes will be completed as described herein or at all. Cautionary Statement Regarding Forward-Looking Statements – Safe Harbor This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements concerning the proposed terms and the anticipated completion, timing and size of the proposed offering of the notes, the grant to the initial purchasers of the option to purchase additional notes, and the anticipated use of proceeds from the offering. These forward-looking statements are based on GameStop's current assumptions, expectations and beliefs and are subject to substantial risks, uncertainties, assumptions and changes in circumstances that may cause GameStop's actual results, performance or achievements to differ materially from those expressed or implied in any forward-looking statement. These risks include, but are not limited to market risks, trends and conditions. These and other risks are more fully described in GameStop's filings with the Securities and Exchange Commission ('SEC'), including in the section entitled 'Risk Factors' in its Annual Report on Form 10-K for the fiscal year ended February 1, 2025 and its Quarterly Report on Form 10-Q for the fiscal quarter ended May 3, 2025, and other filings and reports that GameStop may file from time to time with the SEC. Forward-looking statements represent GameStop's beliefs and assumptions only as of the date of this press release. GameStop disclaims any obligation to update forward-looking statements.
Yahoo
10-06-2025
- Business
- Yahoo
Parkland Corporation Announces Successful Completion of Consent Solicitations for Senior Notes in Connection with the Sunoco Acquisition
CALGARY, AB, June 10, 2025 /PRNewswire/ - Parkland Corporation (TSX: PKI) ("Parkland") today announced that, in connection with its previously announced consent solicitations, it has received the requisite consents to amend the indentures (the "Indentures") governing the notes listed below (the "Notes") as reported by the tabulation agents and as contemplated by such consent solicitations. The consent solicitations were made in connection with Parkland's definitive agreement whereby Sunoco LP ("Sunoco") will acquire the issued and outstanding common shares of Parkland (the "Transaction"), which was previously announced on May 5, 2025. As a result, Parkland will execute amendments to the indentures governing the Notes to (collectively, the "Proposed COC Amendments"): (a) eliminate Parkland's potential obligation under such Indenture to make a "Change of Control Offer" (as defined in such Indenture) as a result of the Transaction; and (b) amend the defined term "Change of Control" in such Indenture to provide that Sunoco and its affiliates will be "Qualified Owners" of Parkland. Series of Notes (US dollar denominated) Series of Notes (Canadian dollar denominated) 5.875% Senior Notes due 2027 6.000% Senior Notes due 2028 4.500% Senior Notes due 2029 4.375% Senior Notes due 2029 4.625% Senior Notes due 20306.625% Senior Notes due 2032The consent solicitations expired as of 5:00 p.m., Eastern Daylight Time, on June 9, 2025 (the "Expiration Date"). Parkland, the applicable Guarantors and the applicable trustee will execute supplemental indentures for each series of Notes to amend the applicable indentures as described above. Each supplemental indenture will be effective when executed but will not become operative if the Transaction is not consummated or if the applicable consent fees are not paid to the applicable depositary or tabulation agent. Subject to the terms and conditions of the applicable consent solicitation, Parkland will pay the applicable consent fees to the applicable depositary or tabulation agent for distribution to holders of the Notes who delivered valid and unrevoked consents prior to the Expiration Date. For each US$1,000 principal amount of US dollar denominated notes or C$1,000 principal amount of Canadian dollar denominated notes, as applicable, US$0.50 or C$0.50 of the consent fees, as applicable for each series of Notes, shall be due and payable promptly (and in any event within three business days) after the applicable Expiration Date, and US$0.50 or C$0.50 of the consent fees, as applicable for each series of Notes, shall be due and payable on or prior to the closing date of the Transaction (or as promptly as practicable thereafter). This press release is for informational purposes only and does not amend the consent solicitations, which have expired and were made solely on the terms and subject to the conditions set forth in the consent solicitation statement. Further, this press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other securities. The consent solicitation statement does not constitute a solicitation of consents in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitation under applicable securities laws. Barclays Capital Inc. and RBC Capital Markets, LLC / RBC Dominion Securities Inc. are serving as solicitation agents with respect to the consent solicitations. D.F. King & Co., Inc. is serving as information agent and tabulation agent in connection with the consent solicitations with respect to the US dollar denominated Notes. Computershare Investor Services Inc. is serving as tabulation agent in connection with the consent solicitations with respect to the Canadian dollar denominated Notes. Questions or requests for assistance related to the consent solicitations or for a copy of the consent solicitation statement and other related documents may be directed to Barclays Capital Inc. at (212) 528-7581 and RBC Capital Markets, LLC / RBC Dominion Securities Inc. at (212) 618-7843 and (416) 842-6311, respectively, or to D.F. King & Co., Inc. at (212) 269-5550 and (800) 659-5550. Forward-Looking Statements Certain statements contained herein constitute forward-looking information and statements (collectively, "forward-looking statements"). When used in this news release, the words "believes", "expects", "expected", "will", "plan", "intends", "target", "would", "seek", "could", "projects", "projected", "anticipates", "estimates", "continues" and similar expressions are intended to identify forward-looking statements. In particular, this news release contains forward-looking statements with respect to, among other things: the Transaction and the consent solicitations. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. These forward-looking statements speak only as of the date hereof. Parkland does not undertake any obligations to publicly update or revise any forward-looking statements except as required by securities laws. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include statements regarding the consummation of the Transaction, the consent solicitations, including the timing thereof, and the Proposed COC Amendments. Actual results could differ materially from those anticipated in these forward-looking statements as a result of numerous risks, assumptions and uncertainties. For more information, please see the risks and uncertainties described under the headings "Cautionary Statement Regarding Forward-Looking Information" and "Risk Factors" in Parkland's current Annual Information Form dated March 5, 2025, and under the headings "Forward-Looking Information" and "Risk Factors" included in the Q1 2025 Management's Discussion and Analysis dated May 5, 2025, each as filed on SEDAR+ and available on Parkland's website at The forward-looking statements contained herein are expressly qualified by this cautionary statement. About Parkland Corporation Parkland is a leading international fuel distributor, marketer, and convenience retailer with safe and reliable operations in 26 countries across the Americas. Our retail network meets the fuel and convenience needs of everyday consumers. Our commercial operations provide businesses with fuel to operate, complete projects and better serve their customers. In addition to meeting our customers' needs for essential fuels, Parkland provides a range of choices to help them lower their environmental impact, including manufacturing and blending renewable fuels, ultra-fast EV charging, a variety of solutions for carbon credits and renewables, and solar power. With approximately 4,000 retail and commercial locations across Canada, the United States and the Caribbean region, we have developed supply, distribution and trading capabilities to accelerate growth and business performance. View original content to download multimedia: SOURCE Parkland Corporation
Business Wire
27-05-2025
- Business
- Business Wire
Sprouts Farmers Market to Present at the Deutsche Bank Global Consumer Conference 2025
PHOENIX--(BUSINESS WIRE)--Sprouts Farmers Market, Inc. (Nasdaq: SFM), one of the largest and fastest-growing specialty retailers of fresh, natural and organic food in the United States, today announced the company's participation in the Deutsche Bank Global Consumer Conference in Paris. Jack Sinclair, chief executive officer, and Curtis Valentine, chief financial officer, are scheduled to conduct a fireside chat discussion at 11:15 a.m. CEST / 5:15 a.m. Eastern Daylight Time on Wednesday June 4, 2025. A live webcast of the fireside chat can be accessed through this link. The link will also be available on the Investor Relations section of Sprouts' website: About Sprouts Farmers Market True to its farm-stand heritage, Sprouts offers a unique grocery experience featuring an open layout with fresh produce at the heart of the store. Sprouts inspires wellness naturally with a carefully curated assortment of better-for-you products paired with purpose-driven people. The healthy grocer continues to bring the latest in wholesome, innovative products made with lifestyle-friendly ingredients such as organic, plant-based and gluten-free. Headquartered in Phoenix, and one of the largest and fastest growing specialty retailers of fresh, natural and organic food in the United States, Sprouts employs approximately 35,000 team members and operates more than 440 stores in 24 states nationwide. To learn more about Sprouts, and the good it brings communities, visit Sprouts Farmers Market | About Us.
Associated Press
21-05-2025
- Business
- Associated Press
Magic Software Reports First Quarter 2025 Financial Results
OR YEHUDA, Israel, May 21, 2025 (GLOBE NEWSWIRE) -- Magic Software Enterprises Ltd. (NASDAQ and TASE: MGIC) ('the Company'), a global provider of IT consulting services and end-to-end integration and application development platforms solutions, announced today its financial results for the first quarter ended March 31, 2025. Summary Results for the First Quarter 2025 (USD in millions, except per share data) Financial Highlights for the first Quarter Ended March 31, 2025 Guy Bernstein, Chief Executive Officer of Magic Software, said: 'We commenced 2025 with strong momentum, successfully advancing our strategic growth initiatives and executing agreements with both new and existing customers. Our financial performance reflects continued expansion in the Israeli market, alongside early indications of recovery in the United States. Demand for our innovative digital, artificial intelligence and cloud transformation solutions remains robust, along with continued strong demand for our services in the defense sector, underscoring the effectiveness of our strategic direction and the dedication of our team in delivering measurable results. Given the strength of our current sales pipeline and improving market conditions in the U.S., we remain confident in our ability to generate sustainable long-term value for both our customers and shareholders.' Conference Call Details Magic Software's management will host a conference call on Wednesday, May 21, 2025, at 10:00 am Eastern Daylight Time (17:00 Israel Daylight Time) to review and discuss Magic Software's results. To participate, please call one of the following teleconferencing numbers. Please begin placing your calls at least 5 minutes before the conference call commences. If you are unable to connect using the toll-free numbers, call the international dial-in number. NORTH AMERICA: +1-888-281-1167 UK: 0-800-917-5108 ISRAEL: 03-918-0644 ALL OTHERS: +972-3-918-0644 For those unable to join the live call, a replay of the call will be available in the Investor Relations section of Magic Software's website, Non-GAAP Financial Measures This press release contains the following non-GAAP financial measures: non-GAAP gross profit, non-GAAP operating income, non-GAAP net income attributable to Magic Software's shareholders and non-GAAP basic and diluted earnings per share. Magic Software believes that these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Magic Software's financial condition and results of operations. Magic Software's management uses these non-GAAP measures to compare the Company's performance to that of prior periods for trend analyses, for purposes of determining executive and senior management incentive compensation and for budgeting and planning purposes. These measures are used in financial reports prepared for management and in quarterly financial reports presented to the Company's board of directors. The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing the Company's financial measures with other software companies, many of which present similar non-GAAP financial measures to investors. Management of the Company does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in the Company's financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by management about which expenses and income are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, management presents non-GAAP financial measures together with GAAP results. Magic Software urges investors to review the reconciliation of its non-GAAP financial measures to the comparable GAAP financial measures, which it includes in press releases announcing quarterly financial results, including this press release, and not to rely on any single financial measure to evaluate the Company's business. Non-GAAP measures used in this press release are included in the financial tables of this release. These non-GAAP measures exclude the following items: Reconciliation of the most comparable GAAP financial measures to the non-GAAP financial measures used in this press release are included in the financial tables of this release. About Magic Software Enterprises Magic Software Enterprises Ltd. (NASDAQ and TASE: MGIC) is a global provider of end-to-end integration and application development platforms solutions and IT consulting services. For more information, visit Forward Looking Statements Some of the statements in this press release may constitute 'forward-looking statements' within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities and Exchange Act of 1934 and the United States Private Securities Litigation Reform Act of 1995. Words such as 'will,' 'look forward', 'expect,' 'believe,' 'guidance' and similar expressions are used to identify these forward-looking statements (although not all forward-looking statements include such words). These forward-looking statements, which may include, without limitation, projections regarding our future performance and financial condition, are made based on management's current views and assumptions with respect to future events. Any forward-looking statement is not a guarantee of future performance and actual results could differ materially from those contained in the forward-looking statement. These statements speak only as of the date they were made, and we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. We operate in a changing environment. New risks emerge from time to time and it is not possible for us to predict all risks that may affect us. For more information regarding these risks and uncertainties as well as certain additional risks that we face, you should refer to the Risk Factors detailed in our Annual Report on Form 20-F for the year ended December 31, 2024, which filed on May 14, 2025, and subsequent reports and filings made from time to time with the Securities and Exchange Commission. Magic® is a registered trademark of Magic Software Enterprises Ltd. All other product and company names mentioned herein are for identification purposes only and are the property of, and might be trademarks of, their respective owners. Press Contact: Ronen Platkevitz Magic Software Enterprises [email protected]
Daily Maverick
20-05-2025
- Politics
- Daily Maverick
Ninth hole negotiations: Sneak time travel peek into Trump/Ramaphosa's meeting at Bedminster golf course
As the meeting on Wednesday, 21 May 2025, between presidents Donald Trump and Cyril Ramaphosa comes into focus, Daily Maverick has worked out a way to get the jump on all other reporting on the event. The key question is whether this meeting turns into a repeat of that dreadful Zelensky-Trump encounter, or will it be closer to the more normal-style Carney-Trump or Starmer-Trump meetings? Fortunately, there was a way to find out, but we had to get ahead of the press pack. So, we fired up our brand new teleportation-time machine, powered by a whole rack of Nvidia new generation computer chips connected to an array of quantum computers, and guided by some special Chinese-developed, generative AI software, and a flux capacitor. Using some ultra-accurate GPS readings, we set our vehicle to arrive at the precise coordinates of the woods bordering the ninth-hole green of Donald Trump's Bedminster golf course, at precisely 4pm, Eastern Daylight Time. We were extremely fortunate in having that ultra-closely held presidential schedule leaked to us yesterday by a source in the Union Buildings, as well as receiving the very same information passed along by an old acquaintance in the White House's transportation coordination team, naturally using the Signal communications app. Both sources thus confirmed that the two presidents would fly together to Trump's New Jersey golf club immediately after their Wednesday morning meeting in the Oval Office. The plan was for the two presidents to go to Trump's Bedminster club where they would play a round of golf to mark the conclusion of their talks in Washington — and, at a minimum, to recognise that the meeting hadn't been reduced to a rancorous, angry shouting match. Neither US Vice-President JD Vance nor Elon Musk were scheduled to participate in the golf match, but Secretary of State Marco Rubio and Agriculture Minister John Steenhuisen were designated as honorary caddies. After the match, there would be a traditional American-style barbecue at the Bedminster club with a carefully selected group of representatives from major corporations with investments in South Africa — or companies considering African investments. My sources also told me secretly that Ramaphosa planned to present Trump with a special gold-plated putter, personally autographed by both Ernie Els and Gary Player, a copy of the book Ramaphosa wrote extolling the beauty of Ankole cows, as well as a mahogany, hand-carved, ceremonial Zulu staff, suitable for a royal prince. But no one-of-a-kind aeroplane. The Trump gift package included an autographed copy of his personally selected portrait for Time magazine when he was chosen as their Person of the Year (superimposed on maps of the Middle East and Ukraine), framed in gold and embossed with a newly minted family crest. Also included were autographed copies of The Art of the Deal and that Trump Bible, both books bound in hand-tooled bison hide, and adorned with a 24-carat gold-leaf American eagle motif. There was also a copy of the Melania book, autographed of course, plus a gold copy of a $Trump crypto coin. The time machine Putting some iron rations and a few other necessities in a rucksack and hoisting it on to my shoulders, I slid onto the saddle of our machine, pressed the start button, almost instantly smelled the faint odour of ozone in the air, and then, with a slight whirring and the dimming of the furniture in the office, the room lights flickered, just as HG Wells had predicted in his novel The Time Machine. Suddenly, there was a shudder as the machine put itself into pause/sleep mode and we were positioned right on the edge of the ninth hole, and we were obscured by a small grove of trees and azalea bushes. It was the perfect hide to be able to observe the two men's approach to the green without being seen by anybody else. I covered our machine with the camouflage cloth I had brought, took up my observation position, and set up my miniature video camera/recorder and a small dish antenna to pick up any exchanges between the two men. Just as I had calculated, within minutes they soon approached the tee for the ninth hole. Donald Trump graciously allowed the South African leader to take the first swing, and Ramaphosa hit a superb drive up the fairway, with the ball landing just twenty-five metres from the green. The American host then took his own swing. His ball landed even closer to the green, but it was poorly placed, virtually at the edge of the rough, off to the left. Both men then selected their irons and drove their golf balls towards the green, although the American president's ball rolled perilously close to the trees into some ground cover on the opposite side of the green, before rolling to a stop between two bushes. Ramaphosa's ball landed on the green, but because it had too much English on it, it spun towards the sand trap and then into it. While everyone else was watching the South African's shot, Donald Trump very quietly moved his ball a few inches with his foot to get a better shot back to the green, a move he took with a look of pure innocence on his face, betraying that fact he knew what he had done; the others knew it; and he knew that they knew — but that it simply did not matter. His course, his rules. For a moment, the Secret Service escorts and the assorted staffers, the two actual caddies and the two honorary caddies exchanged looks — but, finally, they all shrugged their shoulders, the code of presidential omertà at work. This was a game; it was not a war, after all, and the Oval Office talks had gone just well enough that it was not worth making a fuss over an infraction that could upset the balance. Let it be; let it be. Ramaphosa, meanwhile, took his best swing with his sand wedge and just managed to get the ball back on to the green, about 10 meters from the cup. Both men now had tough shots to the cup, but it was theoretically still possible to achieve par — if they were a bit lucky. The travelling members of the White House press corps were now jostling hard to get a closer look at the competition between the two golfers. Cameramen were clambering up their portable aluminium ladders in order to get better shots, even as the Secret Service was working to keep the media from spilling over on to the green. A police helicopter hovered overhead and two drone craft were patrolling the fairway as well. The growing clatter was now making it hard for the golfers to focus on their game. 'My club, my rules' Nevertheless, our antenna managed to pick up some fragments of conversation, despite the aerial noise level. Trump: … I like the ideas for an agreement to increase imports from the US into South Africa and to make it much easier for companies to set up their businesses in South Africa, hire foreign experts and managers, and operate without political interference. … Of course you will have to figure out some way to make all those racially biased regulations go away — I can't really make it sound like I was wrong in what I said before. But our two countries do have lots in common. Yes, I understand you have politics too. And you do have great golf courses, Gary Player has told me… Ramaphosa: … (static, unclear)… We really do want more American investment to grow the number of companies and jobs. We have lots of unemployed young people. Our future depends on creating employment, and lots of it. We already host more than 600 US companies. They are usually good corporate citizens, but we would love to have more of them, as long as they adhere to our laws, of course… … I hope our two senior staffs will reestablish a bilateral commission, a working group, and a war room to identify the impediments to such economic participation. We will be happy to set up a full educational process about our laws relating to expropriation — what Americans call eminent domain… … In addition, we offer to do whatever we can to bring an end to the awful Ukraine conflict — all those young men dying as you have reminded the world — and to offer our resources to help end the awful devastation in Gaza. While we can't retract our earlier push for an international court to address what the world sees daily on its television screens, I am glad we agree the achievement of a more permanent peace in the region is the goal. I am glad to see, too, that the United States is reaching out to Iran… … As for those Afrikaners who really wish to leave our land, let me just say we can assist in the departures, but let me give you an assurance we want all our skilled people — black and white — to contribute here. This could even extend even to people who emigrated years before, perhaps they can consider returning to the country of their birth… Trump: (interrupting)… Cyril, go ahead, hit your ball. I'll wait. It's okay, I'm the host, it's my club and golf course. My rules. The two men took careful aim and Ramaphosa's ball came painfully close to the cup, but stopped just short. Trump's ball, meanwhile, rolled forward and swirled around the top of the cup until a gust of wind from the helicopter or one of the drones pushed it back. Trump: Go ahead, tap it in. Close enough to count. Ramaphosa: Yours is a gimme, too. No problem. Trump: Hey, who's keeping score? Marco? Never mind, let's just call it a draw and go eat. You like a good grilled steak with ketchup and fries? Didn't you used to own some McDonalds restaurants? Great food there. Under the cerulean blue sky, with puffs of white clouds scudding across it, the two shook hands and smiled for photographers. The perfect photo. But then reality. There was no joint communiqué issued after the Oval Office meeting or from the following conversations over the golf match, at least not yet. The bilateral disagreements were yet to be resolved, despite the apparent bonhomie on display. This was a performance. The real diplomacy would have to come afterwards. We crept quietly back to our teleporter/time machine, took it out of sleep mode, and returned back to the present with our story. DM Letters will be edited.
