Item 8.01. Other Events.
On
The Notes will be offered and sold only to persons reasonably believed to be
qualified institutional buyers in reliance on Rule 144A and in offshore
transactions pursuant to Regulation S under the Securities Act. The Notes and
related guarantees will not be registered under the Securities Act or any state
securities laws and may not be offered or sold in
We are currently negotiating the potential extension of the maturity of the
revolving credit loans under our senior secured asset-based credit facility (the
"ABL Credit facility") with the lenders under the ABL Credit Facility. The
proposed amendment would extend the maturity of the revolving credit loans, but
not the "first-in, last-out" tranche of term loans, under the ABL Credit
Facility to
The press release announcing the Private Offering was issued in accordance with Rule 135c under the Securities Act. A copy of the press release announcing the offering of the Notes is attached as Exhibit 99.1 and incorporated by reference into this Item 8.01.
This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy the Notes, the guarantees or any other securities, nor shall it constitute an offer to sell, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any offers of the Notes would be made only by means of a confidential offering memorandum.
Cautionary Statement Regarding Forward-Looking Statements
This report contains forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended. You can generally identify forward-looking statements by our use of forward-looking terminology such as "anticipate", "are confident", "assumed", "believe", "continue", "could", "estimate", "expect", "intend", "look forward", "may", "might", "on track", "outlook", "plan", "potential", "predict", "reaffirm", "seek", "should", or "vision", or the negative thereof or other variations thereon or comparable terminology. In particular, statements about our assumptions for future financial performance, as well as statements about the markets in which we operate, expected new store openings, our real estate strategy, growth targets, potential growth opportunities, market share, competition, impact of expected stock option exercises, future capital expenditures, estimates of expenses we may incur in connection with equity incentive awards to management, our ability to extend the maturity of revolving loans under the ABL Credit Facility and our expectations, beliefs, plans, strategies, objectives, prospects, assumptions or future events or performance contained in this report are forward-looking statements. Furthermore, statements contained in this report relating to the Private Offering and plans, projections and estimates regarding the use of proceeds from the Private Offering are forward-looking statements.
We have based these forward-looking statements on our current expectations,
assumptions, estimates and projections. While we believe these expectations,
assumptions, estimates and projections are reasonable, such forward-looking
statements are only predictions and involve known and unknown risks and
uncertainties, many of which are beyond our control. These and other important
factors, including those factors described in "Item 1A. Risk Factors" of our
Annual Report on Form 10-K for the fiscal year ended
Any forward-looking statement that we make in this report speaks only as of the date of such statement. Except as required by law, we do not undertake any obligation to update or revise, or to publicly announce any update or revision to, any of the forward-looking statements, whether as a result of new information, future events or otherwise, after the date of this report.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits: Exhibit Number Description 99.1 Press Release ofAt Home Group Inc. , datedAugust 13, 2020 , announcing the launch of the Private Offering. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline Instance XBRL document. 3
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