Getty Images settles exchange offer, closes $628.4m notes offering

NEW YORK - Getty Images Holdings, Inc. (NYSE:GETY), a content licensing company with annual revenues approaching $1 billion and a market capitalization of $832 million, announced Tuesday it has settled its previously announced exchange offer for senior notes and closed a private offering of $628.4 million in senior secured notes. According to InvestingPro analysis, the company currently appears fairly valued based on its comprehensive Fair Value model.

The company reported that $294.7 million aggregate principal amount of its unsecured 9.750% Senior Notes due 2027 were exchanged for new unsecured 14.000% Senior Notes due 2028. Following the exchange, approximately $5.3 million of the original notes remain outstanding. This debt restructuring comes as InvestingPro data shows Getty’s total debt stands at $1.4 billion, with a concerning current ratio of 0.7, indicating short-term obligations exceed liquid assets.

Getty Images also completed its private offering of $628.4 million aggregate principal amount of 10.500% Senior Secured Notes due 2030. The proceeds have been placed in escrow and are intended to pay approximately $350 million in fees, expenses, and cash consideration to Shutterstock shareholders in connection with the companies’ previously announced merger of equals. The remaining funds will be used to refinance certain Shutterstock debt and pay related fees. Despite these significant financial commitments, Getty maintains a robust gross profit margin of 73%, as reported by InvestingPro, which offers comprehensive financial analysis and additional insights through its Pro Research Reports covering 1,400+ top stocks.

The secured notes include a special mandatory redemption provision if the merger agreement with Shutterstock is terminated or not completed by October 6, 2026.

The merger, announced in January 2025, would combine Getty Images and Shutterstock to create what the company describes as "a premier visual company."

The new notes were offered only to qualified institutional buyers and non-U.S. persons outside the United States, and have not been registered under the Securities Act of 1933.

This information is based on a press release statement from Getty Images.

In other recent news, Getty Images has successfully completed its exchange offer for its 9.750% Senior Notes due 2027, with 98.23% of the notes tendered. The company will issue new 14.000% Senior Notes due 2028, totaling $294,686,000, while only $5,314,000 of the original notes will remain. Additionally, Getty Images has priced $628.4 million in 10.500% Senior Secured Notes due 2030, which will be guaranteed on a senior secured first lien basis by the same guarantors backing the company’s existing notes and secured credit facility.

In merger-related developments, the proposed $3.7 billion merger between Getty Images and Shutterstock is facing scrutiny from the U.K. Competition and Markets Authority (CMA). The CMA has expressed concerns that the merger could harm competition in the UK market and has given both companies until October 27 to address these issues. If the companies fail to provide acceptable solutions, the merger could be subjected to a more detailed investigation by the CMA. These developments highlight significant financial and regulatory activities surrounding Getty Images.

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