GameStop to pay $358.4M cash in amended convertible notes exchange

GameStop Corp. (NYSE: GME) has amended exchange agreements with holders of its convertible senior notes, shifting part of the settlement from stock to cash, according to a press release.

Under the original terms, approximately $1.4 billion in aggregate principal of 0.00% Convertible Senior Notes due 2030 and 2032 was to be exchanged entirely for shares of Class A common stock, with the share count determined by a volume-weighted average price over a 35-trading-day reference period that began Aug. 3, 2026.

The amendments terminate the remainder of that reference period. Consideration tied to the elapsed portion will still be settled in shares, while the remaining consideration will be paid in cash based on trading prices on the last trading day before the amendments were executed.

In total, noteholders will receive approximately 55.5 million shares of common stock, representing about 73% of the total consideration, and approximately $358.4 million in cash, representing the remaining 27%. GameStop said it expects to fund the cash portion from cash on hand. No additional shares beyond the fixed amount will be issued in connection with the exchange.

Following the closing, approximately $1.1 billion of the 2030 notes and $1.7 billion of the 2032 notes, totaling roughly $2.8 billion in aggregate, will remain outstanding.

The amended exchange is expected to close on or about Sept. 3, 2026, subject to customary closing conditions. GameStop filed a Current Report on Form 8-K with the Securities and Exchange Commission in connection with the amendments.

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