JWCA advises GameStop on its debut $1.5 billion zero-coupon convertible issuance

MARCH 2025 | read press release

Transaction Background

GameStop (or the “Company”) successfully raised $1.5bn (inclusive of greenshoe) in the convertible market at attractive terms (0.00% coupon and 37.5% conversion premium)

GameStop was able to take advantage of its recent strong share price performance and attractive underlying convertible market conditions to successfully execute the new issuance

The Company’s objectives included:

  • Raise unsecured attractive capital in a quick and efficient manner

  • Lock in a 0% interest rate on debt for at least a 3-year duration

The Company engaged J. Wood Capital Advisors to assist in structuring, negotiation, documentation and market execution of the transaction

JWCA provided extensive analysis on deal structuring and related items, including:

  • Convertible structuring and documentation

  • Investor targeting and execution tactics (confidential marketing, public marketing)

  • Accounting support

  • Analysis and design of pricing mechanism (full-day VWAP, partial-day VWAP, closing price)

JWCA provided advice, support and analysis throughout the execution process

The transaction was conducted privately using a wall-cross process, before flipping into a one-day marketed transaction

Results

GameStop’s debut convertible offering was extremely well received by investors:

  • The confidential marketing allowed the Company to enter the one-day marketing period with a multiple-times oversubscribed book

  • GameStop is only the third issuer since 2022 to achieve a 0.00% coupon on their debut issuance

  • JWCA supported the management team on the entirety of the offering providing execution advice and ensuring a high-quality transaction outcome