NEW YORK, May 20, 2021 /PRNewswire/ -- Inspired
Entertainment, Inc. ("Inspired") (NASDAQ: INSE) announced today
that its wholly-owned subsidiary, Inspired Entertainment
(Financing) plc, has closed its previously announced private
offering of £235.0 million aggregate principal amount of senior
secured notes due 2026 (the "Senior Secured Notes"). The Senior
Secured Notes bear interest at 7.875% per annum, payable
semi-annually on June 1 and
December 1, beginning on December 1, 2021. The Senior Secured Notes are
guaranteed on a senior secured first-priority basis by Inspired and
certain of Inspired's English and U.S. subsidiaries.
Inspired used the proceeds from the offering of the Senior
Secured Notes (i) to repay its existing £145.8 million senior
secured term loan facility and €93.1 million senior secured term
loan facility and accrued interest thereon, (ii) to pay fees,
commissions and expenses incurred in connection with the
refinancing and (iii) for general corporate purposes, including to
close-out derivative contracts entered into in connection with the
existing term loan facilities.
Concurrently with the transactions above, the Issuer, Gaming
Acquisition Limited (a subsidiary of Inspired) and Inspired Gaming
(UK) Limited (a subsidiary of Inspired) and Inspired, amongst
others, entered into a new £20 million super senior revolving
credit facility.
About Inspired Entertainment, Inc.
Inspired offers an expanding portfolio of content, technology,
hardware and services for regulated gaming, betting, lottery,
social and leisure operators across land-based and mobile
channels around the world. Inspired's gaming, virtual
sports, interactive and leisure products appeal to a wide variety
of players, creating new opportunities for operators to grow their
revenue. Inspired operates in approximately 35
jurisdictions worldwide, supplying gaming systems with
associated terminals and content for more than 50,000 gaming
machines located in betting shops, pubs, gaming halls and other
route operations; virtual sports products through more than 32,000
retail venues and various online websites; digital games for 170+
websites; and a variety of amusement entertainment solutions with a
total installed base of more than 16,000 gaming
terminals. Additional information can be found
at www.inseinc.com.
Regulatory Notice
The Senior Secured Notes will be offered only to Qualified
Institutional Buyers within the meaning of Rule 144A of the
Securities Act of 1933, as amended (the "Securities Act"), and to
certain non-U.S. persons in transactions outside the United States in compliance with
Regulation S under the Securities Act. The issuance and sale of the
Senior Secured Notes and related guarantees have not been, and will
not be, registered under the Securities Act or the securities laws
of any state of the United States
or other jurisdiction, and the Senior Secured Notes and related
guarantees may not be offered or sold within the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable
state or local securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Senior Secured Notes. The
Senior Secured Notes offering is being made only by means of a
private offering memorandum and is not being made to any person in
any jurisdiction in which such offer, sale or solicitation is
unlawful.
The Senior Secured Notes are not intended to be offered, sold or
otherwise made available to and should not be offered, sold or
otherwise made available to any "retail investor" in the
United Kingdom or in member states
of the European Economic Area and this notice is not addressed to
or directed at any such person. A "retail investor" for these
purposes in the United Kingdom
means a person who is (i) a "retail client", as defined in point
(8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of
the domestic law of the United
Kingdom by virtue of the European Union (Withdrawal) Act
2018 ("EUWA"); or (ii) a "customer" within the meaning of
the provisions of the Financial Services and Markets Act 2000, as
amended (the "FSMA") and any rules or regulations made under
the FSMA to implement Directive (EU) 2016/97, where that customer
would not qualify as a "professional client", as defined in point
(8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part
of the domestic law of the United
Kingdom by virtue of the EUWA. A "retail investor" for these
purposes in the European Economic Area means a person who is: (i) a
"retail client" as defined in point (11) of Article 4(1) of
Directive 2014/65/EU (as amended, "MiFID II"); (ii) a
"customer" within the meaning of Directive 2016/97/EU, where that
"customer" would not qualify as a "professional client" as defined
in point (10) of Article 4(1) of MiFID II.
In the United Kingdom, this
notice is being distributed only to and is directed only at: (a)
persons who are "investment professionals" falling within Article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order"), (b) high
net worth companies, unincorporated associations and other bodies
within the categories described in Article 49(2)(a) to (d) of the
Order and (c) any other persons to whom an invitation or inducement
to engage in investment activity (within the meaning of Section 21
of the FSMA) in connection with the issue or sale of any notes may
otherwise lawfully be communicated or caused to be
communicated.
Solely for the purposes of the product approval process of the
manufacturers (if any), the target market assessment in respect of
the Senior Secured Notes has led to the conclusion that: (i)
the target market for the notes is "eligible counterparties" and
"professional clients" only, each as defined in the applicable
product governance rules and regulations; and (ii) all channels for
distribution of the notes to "eligible counterparties" and
"professional clients" are appropriate.
Forward-Looking Statements
This news release may contain "forward-looking statements"
within the meaning of the "safe harbor" provisions of the U.S.
Private Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as
"anticipate," "believe," "continue," "expect," "estimate," "plan,"
"will," "would" and "project" and other similar expressions that
indicate future events or trends or are not statements of
historical matters. These statements are based on Inspired's
management's current expectations and beliefs, as well as a number
of assumptions concerning future events.
Forward-looking statements are subject to known and unknown
risks, uncertainties, assumptions and other important factors, many
of which are outside of Inspired's control and all of which could
cause actual results to differ materially from the results
discussed in the forward-looking statements. Accordingly,
forward-looking statements should not be relied upon as
representing Inspired's views as of any subsequent date, and
Inspired does not undertake any obligation to update
forward-looking statements to reflect events or circumstances after
the date they were made, whether as a result of new information,
future events or otherwise, except as required by law. You are
advised to review carefully the "Risk Factors" section of
Inspired's annual report on Form 10-K for the fiscal year ended
December 31, 2020, which is
available, free of charge, on the U.S. Securities and Exchange
Commission's website at www.sec.gov.
Contact:
For Investors
Aimee Remey
aimee.remey@inseinc.com
+1 646 565-6938
For Press and Sales
inspiredsales@inseinc.com
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SOURCE Inspired Entertainment, Inc.