LONDON, Sept. 17, 2018
/PRNewswire/ -- International Game Technology PLC (NYSE:IGT)
("IGT") today announced the successful upsizing
and pricing of $750,000,000
6.25% senior secured notes due 2027 (the "Notes").
Application has been made for the Notes to be listed on the
Official List of Euronext Dublin and admitted to trading on the
Global Exchange Market of Euronext Dublin.
Settlement of the Notes is subject to customary market and
closing conditions and is expected on September 26, 2018.
As previously disclosed, IGT intends to use the net proceeds of
the sale of the Notes, together with proceeds of a utilization
under its senior syndicated revolving credit facilities, to redeem
(the "Redemption") its $600,000,000 5.625% Senior Secured Notes due 2020
(Regulation S ISIN: USG4863AAA63 / Rule 144A ISIN:
US460599AA19 / Regulation S CUSIP No.: G4863A AA6 /
Rule 144A CUSIP No.: 460599 AA1) (the "5.625% Notes
due 2020") on September 27, 2018 at a redemption price
equal to $1,028.43 per $1,000.00 of principal amount of the 5.625% Notes
due 2020. The Redemption is conditioned on IGT's receipt of at
least $500,000,000 in gross proceeds
from the Offering. A conditional notice of the Redemption was sent
to all registered holders of the 5.625% Notes due 2020 on
September 17, 2018.
IGT plans to use the excess net proceeds to enable
International Game Technology (a direct-wholly owned subsidiary of
IGT) (the "Subsidiary"):
(1) to redeem in full the Subsidiary's $144,303,000 7.50% Notes due 2019 (CUSIP
No.: 459902 AR3 / ISIN US459902AR30) (the "7.50%
Notes due 2019") on October 21, 2018 (the "Subsidiary
Redemption Date") at a redemption price equal to the sum of the
present values of the remaining scheduled payments of principal and
interest (exclusive of interest accrued and unpaid from
June 16, 2018 to, but excluding, the Subsidiary Redemption
Date) on the 7.50% Notes due 2019 discounted to the Subsidiary
Redemption Date on a semiannual basis (assuming a 360-day year
consisting of twelve 30-day months), at the Treasury Rate plus 50
basis points; and
(2) to redeem $96,832,000 of the Subsidiary's $124,143,000 5.50% Notes due 2020 (CUSIP
No. :459902 AS1 / ISIN: US459902AS13) (the "5.50%
Notes due 2020") on the Subsidiary Redemption Date at a
redemption price equal to the sum of the present values of the
remaining scheduled payments of principal and interest (exclusive
of interest accrued and unpaid from June 16, 2018 to, but
excluding, the Subsidiary Redemption Date) on the 5.50% Notes due
2022 discounted to the Subsidiary Redemption Date on a semiannual
basis (assuming a 360-day year consisting of twelve 30-day months),
at the Treasury Rate plus 35 basis points.
On the Subsidiary Redemption Date, each redemption price,
together with the applicable accrued interest, will become due and
payable. Unless the Subsidiary defaults in making payment of the
applicable redemption price, interest, if any, on the 7.50% Notes
due 2019 and the 5.50% Notes due 2020 will cease to accrue on and
after the Subsidiary Redemption Date.
The Paying Agent for the 7.50% Notes due 2019 and the 5.50%
Notes due 2020 is Wells Fargo Bank, National Association. The 7.50%
Notes due 2019 and the 5.50% Notes due 2020 must be surrendered to
the Paying Agent to collect the applicable redemption price and
accrued interest. Surrender thereof can be made in the following
manner:
Registered &
Certified Mail:
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Regular Mail or
Courier:
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In Person by Hand
Only:
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Wells Fargo Bank,
N.A.
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Wells Fargo Bank,
N.A.
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Wells Fargo Bank,
N.A.
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Corporate Trust
Operations
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Corporate Trust
Operations
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Corporate Trust
Services
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MAC
N9300-070
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MAC
N9300-070
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MAC
N9300-070
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600 South Fourth
Street
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600 South Fourth
Street
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600 South Fourth
Street
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Minneapolis, MN
55402
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Minneapolis, MN
55402
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Minneapolis, MN
55402
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By Facsimile
Transmission:
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(612)
667-6282
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Telephone:
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(800)
344-5128
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This news release does not constitute a notice of the redemption
of the 7.50% Notes due 2019 or a notice of the
partial redemption of the 5.50% Notes due 2020. A notice of
the redemption of the 7.50% Notes due 2019 will be sent to all
registered holders of the 7.50% Notes due 2019 on or before
September 21, 2018 and a notice of the partial redemption of
the 5.50% Notes due 2020 will be sent to all registered holders of
the 5.50% Notes due 2020 on or before September 21, 2018.
The Notes have not been, and will not be, registered under
the Securities Act of 1933, as amended (the "Securities
Act"), and may not be offered or sold in the United States without registration under
the Securities Act or pursuant to an applicable exemption from such
registration.
The Notes are being offered and sold only (i) in the United States to qualified institutional
buyers in accordance with Rule 144A under the Securities Act
and (ii) outside the United States
to non-U.S. persons in accordance with Regulation S under the
Securities Act.
This news release does not constitute an offer to sell, or a
solicitation of an offer to buy, any security, nor shall there be
any sale of any security in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such
jurisdiction.
Neither the content of IGT's website nor any website
accessible by hyperlinks on IGT's website is incorporated in, or
forms part of, this news release.
The distribution of this news release into certain
jurisdictions may be restricted by law. Persons into whose
possession this announcement comes should inform themselves about
and observe any such restrictions. Any failure to comply with these
restrictions may constitute a violation of the securities laws of
any such jurisdiction.
In any European Economic Area Member State, this news release
is only addressed to and is only directed at qualified investors in
that Member State within the meaning of Directive 2010/73/EU,
together with any applicable implementing measures in any Member
State.
The communication of this news release and any other
documents or materials relating thereto is not being made, and such
documents or materials have not been approved, by an authorized
person for the purposes of Section 21 of the Financial
Services and Markets Act 2000, as amended (the "FSMA").
Accordingly, such documents or materials are not being distributed
to, and must not be passed on to, the general public in the
United Kingdom. The communication
of such documents or materials is exempt from the restriction on
financial promotions under Section 21 of the FSMA on the basis
that it is only directed at and may be communicated to (i) persons
who have professional experience in matters relating to
investments, being investment professionals as defined in
Article 19 of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Financial Promotion
Order"); (ii) persons who fall within Article 43(2) of the
Financial Promotion Order; or (iii) any other persons to whom these
documents or materials may lawfully be made under the Financial
Promotion Order. Any investment or investment activity to which
this news release relates is available only to such persons or will
be engaged only with such persons and other persons should not rely
on it.
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 Digital
and Social Gaming. Leveraging a wealth of premium 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 over 12,000 employees.
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 International Game Technology PLC
and its consolidated subsidiaries (the "Company") and other
matters. These statements may discuss goals, intentions, and
expectations as to future plans, trends, events, dividends, results
of operations, or financial condition, or otherwise, based on
current beliefs of the management of the Company 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 speak only as
of the date on which such statements are made and are subject to
various risks and uncertainties, many of which are outside the
Company'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 such statements. Factors that could
cause actual results to differ materially from those in the
forward-looking statements include (but are not limited to) the
factors and risks described in the Company's annual report on Form
20-F for the financial year ended December
31, 2017 and other documents filed from time to time with
the SEC, which are available on the SEC's website at www.sec.gov
and on the investor relations section of the Company's website at
www.IGT.com. Except as required under applicable law, the Company
does not assume any obligation to update these forward-looking
statements. You should carefully consider these factors and other
risks and uncertainties that affect the Company's business. Nothing
in this news release is intended, or is to be construed, as a
profit forecast or to be interpreted to mean that financial
performance of the Company for the current or any future financial
years will necessarily match or exceed the historical published
financial performance of the Company, as applicable. All
forward-looking statements contained in this news release are
qualified in their entirety by this cautionary statement. All
subsequent written or oral forward-looking statements attributable
to International Game Technology PLC, or persons acting on its
behalf, are expressly qualified in its entirety by this cautionary
statement.
Contacts
Robert K. Vincent, Corporate
Communications, toll free in U.S./Canada (844) IGT-7452 and outside
U.S./Canada +1 (401) 392-7452;
James Hurley, Investor Relations, +1
(401) 392-7190; and
Simone Cantagallo, (+39) 06
51899030; for Italian media inquiries.
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SOURCE International Game Technology PLC