UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.02 | Termination of a Material Definitive Agreement |
Term Loan Payoff
On Thursday, April 27, 2023, Take-Two Interactive Software, Inc. (the “Company”) prepaid all of its outstanding term benchmark borrowings, in the aggregate principal amount of $350,000,000.00, and other obligations (collectively, the “Payoff”), in each case, under that certain 364-day term loan credit agreement, dated as of June 22, 2022 (the “Term Loan Credit Agreement”), among the Company, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent thereunder. Upon consummation of the Payoff, the obligations of the Company under the Term Loan Credit Agreement and the other Loan Documents (as defined in the Term Loan Credit Agreement) were paid off and discharged in full (other than those obligations of the Company, including indemnification obligations, that by their express terms survived the repayment and discharge of the Term Loan Credit Agreement and the other Loan Documents).
The Company used the proceeds of its recent $1.0 billion senior notes offering, for which an affiliate of JPMorgan Chase Bank, N.A. served as joint book-running manager, to fund the Payoff of the Term Loan Credit Agreement, which was scheduled to mature on June 21, 2023. A description of the material terms of the Term Loan Credit Agreement was previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 24, 2022. JPMorgan Chase Bank, N.A. also serves as the administrative agent and is a lender under the Company’s unsecured Credit Agreement, dated May 23, 2022, with JPMorgan Chase Bank, N.A., as administrative agent for the lenders, JPMorgan Chase Bank, N.A., Wells Fargo Bank, National Association, BOFA Securities, Inc. and BNP Paribas as joint lead arrangers and joint bookrunners, and Wells Fargo Bank, National Association as Syndication Agent, which remains in full force and effect.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TAKE-TWO INTERACTIVE SOFTWARE, INC. | ||||||
| By: | /s/ Matthew Breitman | |||||
| Name: | Matthew Breitman | |||||
| Title: | Senior Vice President, General Counsel Americas & Corporate Secretary | |||||
| Date: May 3, 2023 | ||||||
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