Increases Share Repurchase Authorization to $55 Million to Honor Continued Commitment to Return Capital to Shareholders
Share Repurchase Authorization Replaces Previously Announced Tender Offer Given Underlying Shares Are Now Trading 11% Above Previously Communicated Top End of Proposed Tender Offer Range
Board of Directors Will Continue to Aggressively Assess Mechanisms to Create Shareholder Value
WHITE PLAINS, N.Y.–(BUSINESS WIRE)–Apr. 9, 2024–
Leading gaming accessory maker Turtle Beach Corporation (Nasdaq: HEAR) (“Turtle Beach” or the “Company”) announced today its Board of Directors has modified its previously communicated near-term return of capital plan to shareholders, given the overwhelmingly positive reaction to the Company’s recent transformational acquisition of Performance Designed Products (“PDP”) and the strong underlying trading price of the Company’s shares.
With today’s announcement, the Board of Directors (the “Board”) no longer intends to launch the previously announced modified “Dutch auction” Tender Offer (the “Tender Offer”) to purchase up to $30 million of its common stock (the “Common Stock”) at a price per share not less than $13.75 per share and not greater than $15.00 per share. Since the acquisition of PDP and the intent to launch the Tender Offer was announced on March 13, 2024, the average trading price of the Company’s shares has surpassed the highest end of the Tender Offer range indicated, with the most recent closing price of the shares 11-21% above the range, and the Board believes the proposed Tender Offer would only receive limited participation. The Board has determined that launching a tender offer estimated to receive only limited participation would not achieve the Company’s objectives while at the same time creating significant and unneeded costs for the Company that are not in the best interests of investors.
In its continued effort to evaluate capital allocation priorities, the Board has determined that the best course of action to continue to return capital to shareholders is to increase the Company’s share repurchase program by $30 million. Under the revised share repurchase authorization, the Company is authorized to acquire up to a total of $55 million of shares of its common stock, including the $8.4 million already acquired under the program, at its discretion from time to time in the open market, or in block purchases or privately negotiated transactions, subject to compliance with the applicable restrictions in the Company’s debt agreements. The current balance remaining for the repurchase program, including today’s increased authorization, is $46.6 million.
Terry Jimenez, Chairman of the Board, states: “The Board of Directors is excited about the future of the Company and we are encouraged by the positive response of our investors to the significant changes underway at Turtle Beach. On behalf of the Board, we look forward to meaningful value creation opportunities for the Company and its shareholders. Increasing our share repurchase program is confirmation of the confidence the Board has in the Company’s cash generation outlook, expanded earnings power, and continued operational excellence.”
The Company expects to announce further details regarding the stock repurchase authorization in connection with the issuance of its first quarter 2024 earnings in May.
The amount and timing of specific repurchases are subject to market conditions, applicable legal requirements and other factors. Turtle Beach intends to fund the share repurchases using cash from operations or short-term borrowings and may suspend or discontinue repurchases at any time.
About Turtle Beach Corporation
Turtle Beach Corporation (the “Company”) (www.turtlebeachcorp.com) is one of the world’s leading gaming accessory providers. The Company’s namesake Turtle Beach brand (www.turtlebeach.com) is known for designing best-selling gaming headsets, top-rated game controllers, award-winning PC gaming peripherals, and groundbreaking gaming simulation accessories. Innovation, first-to-market features, a broad range of products for all types of gamers, and top-rated customer support have made Turtle Beach a fan-favorite brand and the market leader in console gaming audio for over a decade. Turtle Beach Corporation acquired Performance Designed Products (www.pdp.com) in 2024. Turtle Beach’s shares are traded on the Nasdaq Exchange under the symbol: HEAR.
Cautionary Note on Forward-Looking Statements
This press release includes forward-looking information and statements within the meaning of the federal securities laws. Except for historical information contained in this release, statements in this release may constitute forward-looking statements regarding assumptions, projections, expectations, targets, intentions or beliefs about future events. Statements containing the words “may,” “could,” “would,” “should,” “believe,” “expect,” “anticipate,” “plan,” “estimate,” “target,” “goal,” “project,” “intend” and similar expressions, or the negatives thereof, constitute forward-looking statements. Forward-looking statements involve known and unknown risks and uncertainties, which could cause actual results to differ materially from those contained in any forward-looking statement. The inclusion of such information should not be regarded as a representation by the Company, or any person, that the objectives of the Company will be achieved. Forward-looking statements are based on management’s current beliefs and expectations, as well as assumptions made by, and information currently available to, management.
While the Company believes that its expectations are based upon reasonable assumptions, there can be no assurances that its goals and strategy will be realized. Numerous factors, including risks and uncertainties, may affect actual results and may cause results to differ materially from those expressed in forward-looking statements made by the Company or on its behalf. Some of these factors include, but are not limited to, risks related to inflationary pressures, optimizing our product portfolio, reducing our cost of goods and operating expenses, reductions in logistic and supply chain challenges and costs, the substantial uncertainties inherent in the acceptance of existing and future products, the difficulty of commercializing and protecting new technology, the impact of competitive products and pricing, including promotional credits and discounts, general business and economic conditions, risks associated with the future direction or governance of the Company, risks associated with the expansion of our business, including the integration of any businesses we acquire and the integration of such businesses within our internal control over financial reporting and operations, our indebtedness, liquidity, and other factors discussed in our public filings, including the risk factors included in the Company’s most recent Annual Report on Form 10-K, Quarterly Report on Form 10-Q, and the Company’s other periodic reports filed with the Securities and Exchange Commission. Except as required by applicable law, including the securities laws of the United States and the rules and regulations of the Securities and Exchange Commission, the Company is under no obligation to publicly update or revise any forward-looking statement after the date of this release whether as a result of new information, future developments or otherwise.
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MacLean Marshall
Sr. Director, Public Relations &
Brand Communications
Turtle Beach Corporation
858.914.5093
maclean.marshall@turtlebeach.com
Investor Information:
Alex Thompson
Gateway Group
949.574.3860
hear@gateway-grp.com
Source: Turtle Beach Corporation
