Toys "R" Us, Inc. Announces Completion of Property Subsidiary`s Refinancing and Extension of Toys-Delaware`s Credit Facility
WAYNE, N.J.--(Business Wire)--
Toys "R" Us, Inc. announced today the completion of the offering of $950 million
aggregate principal amount of senior unsecured 10.75 % notes due 2017 (the
"Notes") by Toys "R" Us Property Company I, LLC ("Toys Propco"), formerly known
as TRU 2005 RE Holding Co. I, LLC, one of its wholly-owned subsidiaries. The
Notes were issued at a price equal to 97.399% of their face amount at maturity.
The offering of the Notes is in addition to the recently announced refinancing
for Toys "R" Us - Delaware, Inc. ("Toys-Delaware"), a wholly-owned subsidiary of
Toys "R" Us, Inc., whereby the maturity date of its Senior Secured Credit
Facility was extended from July 21, 2010, to May 21, 2012.
Toys Propco used the gross proceeds of approximately $925 million from the
offering of the Notes, together with the proceeds from the transfer of certain
properties to Toys-Delaware, cash contributions from Toys "R" Us, Inc., and cash
on hand to repay at par $1,267 million outstanding under Toys Propco`s existing
senior unsecured credit agreement, which was terminated in connection with the
repayment. The Notes are solely the obligation of Toys Propco and are not
guaranteed by Toys "R" Us, Inc. or Toys-Delaware.
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.
Toys "R" Us, Inc.
Kathleen Waugh, 973-617-5888 or 646-366-8823
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