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International Game Technology Announces Final Results and Settlement of Offers to Purchase with respect to $800 Million Notes Due 2020 and 2023

  • 11 May 2015
  • Judith
  • 0

LONDON, U.K. –May 11, 2015 – International Game Technology PLC (NYSE:IGT,
“IGT”) and its wholly-owned subsidiary, International Game Technology, a Nevada
corporation (the “Issuer”), announced the expiration of the Issuer’s offers (the “Offers”)
to purchase for cash $800 million aggregate principal amount of the two series of Notes
described in the table below (the “Notes”) as of 5:00 p.m., New York City time, on
May 8, 2015 (the “Expiration Date”). The Issuer made the Offers on April 9, 2015 to
satisfy the requirements of the respective indentures governing the Notes as a result of
the change of control of the Issuer which occurred as a result of the previouslyannounced
completion of the combination of the businesses of GTECH S.p.A. and the
Issuer under IGT on April 7, 2015.
Pursuant to the terms of the Offers, the Issuer has accepted for purchase all Notes
validly tendered and not validly withdrawn on the Expiration Date at a purchase price
equal to 101% of the principal amount thereof plus any accrued and unpaid interest to,
but not including, the date of payment (expected to be on or before May 13, 2015). The
following table summarizes the Offers and the results reported to the Issuer by Wells
Fargo Bank, National Association, the depositary and tabulation agent for the Offers:
Title of Security
Original
Principal
Amount
Outstanding CUSIP No. ISIN No.
Cash
Consideration
Per $1,000
Principal
Amount(1)
Principal
Amount
Tendered and
Accepted for
Purchase
5.50% Notes due 2020 $300,000,000 459902 AS1 US459902AS13 $1,010 $175,857,000
5.35% Notes due 2023 $500,000,000 459902 AT9 US459902AT95 $1,010 $439,433,000
(1) The Issuer will also pay accrued and unpaid interest to, but not including, the Payment Date, in connection with the Offers.
This news release is for informational purposes only and is neither an offer to buy or sell
nor a solicitation of an offer to buy or sell any security.
About the Issuer
The Issuer is a wholly-owned subsidiary of IGT.

About IGT
IGT (NYSE:IGT) is the global leader in gaming. We enable players to experience their
favorite games across all channels and regulated segments, from Gaming Machines
and Lotteries to Interactive and Social Gaming. Leveraging a wealth of prime content,
substantial investment in innovation, in-depth customer intelligence, operational
expertise and leading-edge technology, our gaming solutions anticipate the demands of
consumers wherever they decide to play. We have a well-established local presence
and relationships with governments and regulators in more than 100 countries around
the world, and create value by adhering to the highest standards of service, integrity,
and responsibility. IGT has approximately $6 billion in revenues and more than 13,000
employees. For more information, please visit www.merger.igt.com.
Cautionary Statement Regarding Forward-Looking Statements
This news release may contain forward-looking statements (including within the
meaning of the Private Securities Litigation Reform Act of 1995) concerning IGT and
other matters. These statements may discuss goals, intentions and expectations as to
future plans, trends, events, results of operations or financial condition, or otherwise,
based on current beliefs of the management of IGT as well as assumptions made by,
and information currently available to, such management. Forward-looking statements
may be accompanied by words such as “aim,” “anticipate,” “believe,” “plan,” “could,”
“would,” “should,”, “shall”, “continue”, “estimate,” “expect,” “forecast,” “future,”
“guidance,” “intend,” “may,” “will,” “possible,” “potential,” “predict,” “project” or the
negative or other variations of them. These forward-looking statements are subject to
various risks and uncertainties, many of which are outside IGT’s control. Should one or
more of these risks or uncertainties materialize, or should any of the underlying
assumptions prove incorrect, actual results may differ materially from those predicted in
the forward-looking statements and from past results, performance or achievements.
Therefore, you should not place undue reliance on the forward-looking statements.
Factors that could cause actual results to differ materially from those in the forwardlooking
statements include (but are not limited to) macroeconomic conditions such as a
disruption of or lack of access to the capital markets, changes in the credit rating of U.S.
government securities, default or delay in payment by the United States of its
obligations, changes in general economic conditions or economic conditions in the
markets in which IGT may, from time to time, compete, and the effect of those changes
on IGT’s revenues, earnings and capital sources, IGT’s ability to repay, refinance,
restructure or extend its indebtedness as it becomes due, and the conditions in the
credit markets, including the risks of currency fluctuations and foreign exchange
controls. The foregoing list of factors is not exhaustive. You should carefully consider
the foregoing factors and the other risks and uncertainties that affect IGT’s business,
including those described in IGT’s registration statement on Form F-4 and other
documents filed from time to time with the Securities and Exchange Commission (the
“SEC”). Except as required under applicable law, IGT does not assume any obligation
to update the forward-looking statements. Nothing in this news release is intended, or is
to be construed, as a profit forecast or to be interpreted to mean that earnings per IGT
share for the current or any future financial years will necessarily match or exceed the
historical published earnings per IGT share, as applicable


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