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TAKE TWO INTERACTIVE SOFTWARE INC 8-K Report, Material Agreement (Jun 13, 2013)

Reports
Material Agreements·Other Events·Exhibits & Filings
Filing Date
Filed June 13, 2013
Period End
June 12, 2013
Security
TTWO
In the record · 2016–202610-K1110-Q338-K116

TTWO filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 116 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Mar ’17Mar ’17
  2. FY2019 annual report10-K · May ’19May ’19
  3. Deal closed8-K · May ’22May ’22
  4. Leadership change8-K · Sep ’25Sep ’25

01—Abstract

Summary

Summary of the 8-K filed June 13, 2013. Cited figures are marked; the original filing is the authoritative source.

Take-Two Interactive Software, Inc. (TTWO) filed an 8-K on June 13, 2013, primarily to announce the pricing of a significant debt offering.

The company successfully priced $250 milliona of 1.00% Convertible Senior Notes due 2018, with an option for underwriters to purchase an additional $37.5 million to cover over-allotments. This offering, registered with the SEC, aims to raise capital for the company, although specific use of proceeds is not detailed in this filing. The convertible nature of these notes means they can be converted into common stock, a feature that could be attractive to investors seeking potential equity upside while holding debt.

The involvement of major financial institutions like J.P. Morgan, Barclays, and Wells Fargo as joint book-running managers suggests a well-structured transaction. This move indicates Take-Two's strategy to strengthen its financial position and potentially fund future growth initiatives, research and development, or acquisitions.

Investors should note the terms of the convertible notes, including the interest rate and maturity date, as well as the potential for dilution if a significant number of notes are converted into equity. The press releases attached as exhibits provide further details on the offering's terms and the company's plans.

02—Key points

Key Highlights

  1. Take-Two Interactive announced the pricing of $250 million in 1.00% Convertible Senior Notes due 2018.
  2. The company granted underwriters an option to purchase an additional $37.5 million in notes to cover over-allotments.
  3. The offering was registered with the SEC on a Form S-3.
  4. J.P. Morgan Securities LLC, Barclays Capital Inc., and Wells Fargo Securities, LLC acted as joint book-running managers.
  5. The filing includes press releases detailing the offering's proposed issuance and pricing.
  6. The convertible nature of the notes allows for potential conversion into Take-Two's common stock.
  7. The effective date of the earliest reported event is June 12, 2013.

03—Questions

Frequently Asked Questions

  1. What is the main purpose of this 8-K filing?

    The primary purpose of this 8-K filing is to inform investors about the pricing of Take-Two Interactive's registered offering of $250 million in 1.00% Convertible Senior Notes due 2018. It also details the underwriting agreement and provides press releases related to the offering.

  2. What are the key terms of the convertible notes?

    The notes are 1.00% Convertible Senior Notes due 2018. This means they carry a 1.00% annual interest rate and mature in 2018. Importantly, they are convertible, meaning holders have the option to convert them into Take-Two's common stock under certain conditions.

  3. How much money did Take-Two raise from this offering?

    The company priced $250 million in aggregate principal amount of the notes. Additionally, there was an option for the underwriters to purchase up to $37.5 million more to cover any over-allotments, bringing the potential total to $287.5 million.

  4. Who are the lead underwriters for this offering?

    The joint book-running managers for the offering are J.P. Morgan Securities LLC, Barclays Capital Inc., and Wells Fargo Securities, LLC.

04—Continue

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