At Home Group Inc. Announces Pricing and increase in size of Private Offering of Senior Secured Notes Due 2025

At Home Group Inc. (NYSE: HOME) (the “Company”), announced today that At Home Holding III Inc., its indirect wholly-owned subsidiary (the “Issuer”), priced a private offering (the “Private Offering”) of $275 million of aggregate principal amount of 8.75% senior secured notes due 2025 (the “Notes”). The offering of the Notes is scheduled to close on August 20, 2020, subject to satisfaction of customary closing conditions.

The Issuer intends to use the net proceeds of the Private Offering, together with cash on hand and additional borrowings under its senior secured asset-based revolving credit facility (“ABL Credit Facility”), to repay all amounts outstanding under its senior secured first lien term loan facility (“Term Loan Facility”), related accrued and unpaid interest thereon and to pay fees and expenses in connection therewith.

The Notes will be fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by At Home Holding II Inc., a direct wholly-owned subsidiary of the Company and parent of the Issuer, and certain of the Issuer’s existing and future subsidiaries, all of which guarantors also guarantee the ABL Credit Facility, subject to certain exceptions.

The Private Offering is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).The Notes were offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A and in offshore transactions in reliance on 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 the United States absent registration or an applicable exemption from registration requirements.

This press release shall 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, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.

Forward-Looking Statements

This release 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, and estimates of expenses we may incur in connection with equity incentive awards to management and our expectations, beliefs, plans, strategies, objectives, prospects, assumptions or future events or performance contained in this document are forward-looking statements. Furthermore, statements contained in this document relating to the Private Offering and plans, projections and estimates regarding the use of proceeds from the Private Offering are forward-looking statements.