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SMALL BUSINESS
Toys “R” Us, Inc. Announces Completion of Property Subsidiary’s Refinancing
Business Wire
Toys “R” Us, Inc. announced today the completion of the offering of $725
million aggregate principal amount of senior secured 8.50% notes due
2017 (the “Notes”) by Toys “R” Us Property Company II, LLC (“Toys Propco
II”), formerly known as Giraffe Properties, LLC, one of its indirect
wholly-owned subsidiaries. The Notes were issued at a price equal to
98.573% of their face amount at maturity.
Toys Propco II used the gross proceeds of approximately $715 million
from the offering of the Notes, together with cash on hand, to repay its
loan and security agreement and related mezzanine loans, which were
terminated in connection with the repayment, to purchase certain
properties and to pay fees and expenses incurred in connection with the
offering. The Notes are solely the obligation of Toys Propco II and are
not guaranteed by Toys “R” Us, Inc. or Toys “R” Us – Delaware, Inc. In
addition, in connection with the offering and the related transactions,
MPO Properties, LLC, an indirect wholly-owned subsidiary of Toys “R” Us,
Inc., and its direct and indirect parent entities repaid their senior
secured real estate loan and security agreement and related mezzanine
loans in the aggregate amount of $200 million. The Notes will be secured
by first priority security interests in all of the existing and future
real estate properties of Toys Propco II and its interest in the master
lease.
The Notes were offered only to qualified institutional buyers in
reliance on the exemption from registration set forth in Rule 144A under
the Securities Act of 1933, as amended (the “Securities Act”), and
outside the United States to non-U.S. persons in reliance on the
exemption from registration set forth in Regulation S under the
Securities Act. The Notes have not been registered under the Securities
Act, or the securities laws of any state or other jurisdiction, and may
not be offered or sold in the United States without registration or an
applicable exemption from the Securities Act.
This release does not constitute an offer to sell or the solicitation of
an offer to buy the Notes.
Forward-Looking Statements
Except for historical information contained herein, the statements in
this release are forward-looking. These statements are subject to risks,
uncertainties, and other factors, including among others, competition in
the retail industry, seasonality in Toys “R” Us, Inc.’s business,
changes in consumer preferences and consumer spending patterns, product
safety issues including product recalls, general economic conditions in
the United States and internationally, the Issuer’s, and Toy “R” Us
Inc.’s ability to implement their strategy, their respective substantial
level of indebtedness and related debt-service obligations, restrictions
imposed by covenants in the Issuer’s and Toys “R” Us Inc.’s respective
debt agreements, availability of adequate financing, changes in laws
that impact the business of the Issuer, and Toys “R” Us Inc., dependence
on key vendors for Toys “R” Us, Inc.’s merchandise, domestic and
international events affecting the delivery of toys and other products
to Toys “R” Us, Inc.’s stores, and economic, political and other
developments associated with Toys “R” Us, Inc.’s international
operations. Risks associated with forward-looking statements are more
fully described in Toys “R” Us, Inc.’s filings with the Securities and
Exchange Commission. Forward-looking statements speak only as of the
date they were made, and neither the Issuer nor Toys “R” Us, Inc.
undertake the obligation to update these statements in light of
subsequent events or developments.
Copyright Business Wire 2009
2009-11-20 13:15:00
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