BELLEVUE, Wash.--(BUSINESS WIRE)--Oct. 18, 2005--Coinstar, Inc.
(Nasdaq:CSTR), a leader in 4th Wall(TM) services at the retail front
end, today announced it has signed a definitive agreement to purchase
substantially all of the assets of The Amusement Factory, L.L.C., for
approximately $36 million in shares of Coinstar common stock.
Amusement Factory is the second largest operator of entertainment
services in the United States with a complete line of amusement
vending services for retailers. Combining Amusement Factory with
Coinstar, Inc.'s subsidiary American Coin Merchandising, Inc. (ACMI)
is expected to create a clear number one operator in retail
entertainment services.
Amusement Factory has a full line of entertainment services
including skill crane machines, bulk vending, and kiddie rides in more
than 14,000 locations across the United States. The company, based in
Van Nuys, California, distributes its equipment to mass merchants,
supermarkets, restaurants, entertainment centers, dollar stores and
other distribution channels.
As reported by Amusement Factory, the company's revenue for its
fiscal year ending December 31, 2004, exceeded $60 million. As of
September 30, 2005, Amusement Factory employed approximately 270
people.
"Coinstar's 4th Wall program is designed to help retailers
increase performance and maximize the profit at the front end of their
stores," said Randy Fagundo, President of ACMI. "Following the
acquisition, we plan to combine the best practices from both companies
and continue to deliver the strongest product, merchandising and
service to our retail customers."
"We are excited about bringing together the talents and expertise
of both Amusement Factory and Coinstar to create a 'best in class'
operation for the entertainment services industry," said Fred Simon,
President of Amusement Factory. "Together we will have the strongest
national presence of any entertainment supplier, along with the
highest quality product, service and technology in the industry."
The combination of Coinstar and Amusement Factory is expected to
strengthen Coinstar's market position, expand the scope of retail
relationships and enhance operational efficiencies in its
entertainment services line of business.
Strengthens Market Position
Amusement Factory's 14,000 locations are in 36 states across the
United States with a concentration on the West coast and Midwestern
states. Coinstar has approximately 47,000 locations in the United
States, United Kingdom, Canada, Puerto Rico and Mexico. Bringing the
number one and number two entertainment operators together is expected
to strengthen Coinstar's leadership position by creating greater route
density in the United States.
Expands Scope of Retail Relationships
Coinstar and Amusement Factory have many top retail accounts in
common, allowing the combined companies to better serve their customer
base to deliver 4th Wall products and services. Following the
acquisition, Coinstar will be able to consolidate offerings for
retailers and provide higher quality products and services by
combining the best practices of each company. Amusement Factory's
leading customers include Wal-Mart and Kroger Co.
Enhances Operational Efficiencies
Coinstar and Amusement Factory have extensive field services
operations, including field staff, regional offices and warehouse
facilities. Following the acquisition, Coinstar will seek to eliminate
the overlap in the combined organization to improve operational
efficiency through facility consolidation, improved route servicing,
and enhanced logistics management.
Business Outlook
Coinstar expects cost savings to be realized from synergies
associated with integrating Amusement Factory and Coinstar operations.
Field integration of the two companies is expected to start in the
second quarter of 2006 and to be substantially complete by the end of
2006.
Coinstar expects this transaction to be slightly accretive to
Adjusted Earnings Per Share within the first twelve months, excluding
the effects of the amortization of intangible assets. Coinstar will
obtain an independent valuation of certain of Amusement Factory's
tangible and intangible assets which will enable Coinstar to determine
purchase price allocations including amounts assigned to inventories,
intangible assets and goodwill. As a result, reported GAAP earnings
per share will be impacted by the non-cash accounting charges related
to such amortization of intangible assets. Coinstar will give guidance
regarding GAAP and adjusted EPS for the combined companies on the
first conference call after the independent valuation is complete.
The transaction is expected to close in mid to late fourth quarter
of this year.
The purchase price of approximately $36 million will be funded by
issuing shares of Coinstar common stock. As part of the transaction,
Coinstar, Inc. will not be assuming any of Amusement Factory's
existing debt. Closing is contingent upon certain customary conditions
including securing certain contractual consents.
Fred Simon will remain president of the acquired operations and
Randy Fagundo will remain president of ACMI.
Conference Call
Coinstar, Inc. announced that a conference call to discuss the
proposed acquisition of Amusement Factory will be broadcast live over
the Internet today, Tuesday, Oct. 18, 2005, at 4:30 p.m. Eastern time.
The Webcast will be hosted at the "Invest" section of Coinstar's Web
site at www.coinstar.com.
About Coinstar Inc.
Coinstar, Inc. (Nasdaq:CSTR) is a multi-national company offering
a range of 4th Wall(TM) solutions for the retailers' front of store
consisting of self-service coin counting, electronic payment
solutions, and entertainment services. The company's products and
services can be found at more than 47,000 retail locations including
supermarkets, drug stores, mass merchants, convenience stores, and
restaurants. American Coin Merchandising Inc., Cell Cards of Illinois,
L.L.C., and Coinstar E-payment Services, Inc. are wholly-owned
subsidiaries of Coinstar, Inc. For more information, visit
www.coinstar.com.
This press release contains forward-looking statements relating to
Coinstar, Inc.'s anticipated growth and future operating results that
involve a number of risks and uncertainties. These are forward-looking
statements for purposes of the safe harbor provisions under the
Private Securities Litigation Reform Act of 1995. The words "believe,"
"expect," "intend," "anticipate," "goals," variations of such words,
and similar expressions identify forward-looking statements, but their
absence does not mean that the statement is not forward-looking. The
forward-looking statements are not guarantees of future performance
and actual results may vary materially from the results expressed or
implied in such statements. Differences may result from actions taken
by Coinstar, Inc., as well as from risks and uncertainties beyond
Coinstar, Inc.'s control. Factors that could cause or contribute to
such differences include, but are not limited to, the effect of the
acquisition of the assets of The Amusement Factory, L.L.C. the ability
to successfully integrate The Amusement Factory, L.L.C. and Coinstar,
Inc.'s businesses, the ability to bring new and repeat customers to
Coinstar(R) machines, the ability to obtain new agreements with
potential retail partners for the installation of Coinstar units and
the retention of the current agreements with our existing retail
partners on terms that are not materially adverse to the company,
additional potential competitors, legal or governmental regulatory
action and uncertainties relating to the ultimate success of new
business initiatives (including prepaid services), including but not
limited to the ability to attract customers and reach agreements with
retail and other partners. The foregoing list of risks and
uncertainties is illustrative, but by no means exhaustive. For more
information on factors that may affect future performance, please
review the most recent reports filed with the Securities and Exchange
Commission by Coinstar, Inc. These forward-looking statements reflect
Coinstar, Inc.'s expectations as of October 18, 2005. Coinstar, Inc.
undertakes no obligation to update the information provided herein.
CONTACT: Coinstar, Inc.
Marci G. Maule, 425-943-8277 (Media)
mmaule@coinstar.com
Brian Turner, 425-943-8000 (Investors)
SOURCE: Coinstar, Inc.