Feb. 7, 2014
/PRNewswire/ -- Outerwall Inc. (Nasdaq: OUTR), today announced that it intends to purchase
of the company's common stock through a modified "Dutch auction" tender offer that commenced today. If the tender offer is fully subscribed and completed, Outerwall will have repurchased
of its common stock since
"Today's announcement demonstrates our commitment to driving value creation for our stockholders," said
J. Scott Di Valerio
, chief executive officer of Outerwall. "In addition to providing a return of capital to stockholders, this buyback reflects our confidence in the company. We remain enthusiastic about the future of Outerwall, as we continue driving profitable growth through our core Redbox and Coinstar businesses, and scaling our ecoATM business."
Under the terms of the tender offer, Outerwall's stockholders will have the opportunity to tender some or all of their shares at a price per share of not less than
and not greater than
. Based on the number of shares tendered and the prices specified by the tendering stockholders, Outerwall will determine the lowest per share price within the range that will enable it to purchase
in shares, or such lower amount depending on the number of shares that are properly tendered and not properly withdrawn. All shares accepted in the tender offer will be purchased at the same price, regardless of whether a stockholder tendered such shares at a lower price within the range. At the minimum price of
per share, Outerwall would repurchase a maximum of 5,237,952 shares, or approximately 20.6%, of Outerwall's outstanding common stock as of
February 3, 2014
The tender offer will expire at 12:00 midnight,
New York City
time, at the end of the day on
March 7, 2014
, unless extended or withdrawn. Tenders of shares must be made prior to the expiration of the tender offer and may be withdrawn at any time prior to that time.
The company intends to finance the share repurchase from available domestic cash and borrowings under its existing senior secured credit facility.