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INTERNATIONAL GAME TECHNOLOGY PLC ANNOUNCES CAPPED TENDER OFFER WITH RESPECT TO ITS 6.500% SENIOR SECURED NOTES DUE 2025 AND 3.500% SENIOR SECURED NOTES DUE 2024
International Game Technology PLC, announces the launch of an offer to purchase for cash (the “Tender Offer“) up to US$500,000,000 aggregate principal amount (the “Maximum Acceptance Amount“) of its outstanding US$1,100,000,000 6.500% Senior Secured Notes due 2025 (the “Dollar Notes“) and its outstanding €500,000,000 3.500% Senior Secured Notes due 2024 (the “Euro Notes“, and together with the Dollar Notes, the “Notes“), subject to the Acceptance Priority Levels set forth in the table below (with one (1) being the higher Acceptance Priority Level and two (2) being the lower Acceptance Priority Level) and the Dollar Offer Sub Cap (as defined below). The Tender Offer is made upon the terms and subject to the conditions set forth in the Offer to Purchase dated September 2, 2022 (the “Offer to Purchase“).
The Tender Offer will expire at 11:59 P.M. (New York City time) on September 30, 2022 (unless the Tender Offer is extended or terminated) (such time and date, as the same may be extended, the “Expiration Time“).
To receive the Total Dollar Consideration (as defined below), which includes an early tender premium of US$30.00 per US$1,000.00 principal amount of the Dollar Notes accepted for purchase pursuant to the Tender Offer (the “Early Dollar Tender Premium“) or the Total Euro Consideration (as defined below), which includes an early tender premium of €30.00 per €1,000.00 principal amount of the Euro Notes accepted for purchase pursuant to the Tender Offer (the “Early Euro Tender Premium“), Holders must validly tender and not validly withdraw their Notes prior to 5:00 P.M. (New York City time) on September 16, 2022 (unless the Tender Offer is extended or terminated) (such date and time, as the same may be extended, the “Early Tender Time“). Holders who tender their Notes may withdraw such Notes at any time prior to 5:00 P.M. (New York City time) on September 16, 2022.
Holders who validly tender their Dollar Notes or their Euro Notes after the Early Tender Time but at or prior to the Expiration Time will be eligible to receive only the Dollar Tender Offer Consideration (which is an amount equal to the difference between the Total Dollar Consideration and the Early Dollar Tender Premium) or the Euro Tender Offer Consideration (which is an amount equal to the difference between the Total Euro Consideration and the Early Euro Tender Premium), respectively.
The following table sets forth certain terms of the Tender Offer:
|
Title of Security |
ISIN/ Common Code or CUSIP |
Aggregate Principal Amount Outstanding |
Acceptance Priority Level(1) |
Maximum Acceptance Amount |
Offer Sub Cap(1) |
Tender Offer Consideration |
Early Tender Premium |
Total Consideration(2) |
|
6.500% Senior Secured Notes due 2025 |
Rule 144A: US460599AC74/ 460599 AC7 Regulation S: USG4863AAC20 / G4863A AC2 |
US$1,100,000,000 |
One (1) |
US$500,000,000 |
US$350,000,000 (the “Dollar Offer Sub Cap“) |
US$985.00(3)(4) (the “Dollar Tender Offer Consideration“) |
US$30.00(5) |
US$1,015.00(4) (the “Total Dollar Consideration“) |
|
3.500% Senior Secured Notes due 2024 |
Rule 144A: XS1844998192/ 184499819 Regulation S: XS1844997970/ 184499797 |
€500,000,000 |
Two (2) |
Not applicable |
€976.25(6)(7) the “Euro Tender Offer Consideration“) |
€30.00(8) |
€1,006.25(7) (the “Total Euro Consideration“) |
_____________________
|
(1) |
Subject to the Maximum Acceptance Amount and modified proration, the principal amount of Notes that is purchased pursuant to the Tender Offer will be determined in accordance with the applicable Acceptance Priority Level (in numerical priority order) specified in this column; provided that IGT will not accept for purchase Dollar Notes in an aggregate principal amount that is greater than the Dollar Offer Sub Cap. |
|
(2) |
The applicable Total Consideration equals the sum of the applicable Tender Offer Consideration and the applicable Early Tender Premium. |
|
(3) |
For each US$1,000.00 principal amount of the Dollar Notes tendered after the Early Tender Time and at or prior to the Expiration Time and accepted for purchase. |
|
(4) |
Does not include accrued interest, which will also be paid in addition to the Dollar Tender Offer Consideration or the Total Dollar Consideration (as applicable). |
|
(5) |
For each US$1,000.00 principal amount of the Dollar Notes tendered at or prior to the Early Tender Time and accepted for purchase. |
|
(6) |
For each €1,000.00 principal amount of the Euro Notes tendered after the Early Tender Time and at or prior to the Expiration Time and accepted for purchase. |
|
(7) |
Does not include accrued interest, which will also be paid in addition to the Euro Tender Offer Consideration (or the Total Euro Consideration (as applicable). |
|
(8) |
For each €1,000.00 principal amount of the Euro Notes tendered at or prior to the Early Tender Time and accepted for purchase. |
In addition to the Dollar Tender Offer Consideration, the Total Dollar Consideration, the Euro Tender Offer Consideration or the Total Euro Consideration (as applicable), all Holders of Notes accepted for purchase will also receive accrued and unpaid interest on such Notes, rounded to the nearest US$0.01 per US$1,000.00 principal amount of the Dollar Notes and €0.01 per €1,000.00 principal amount of the Euro Notes from the last interest payment date up to, but not including, the Early Settlement Date (as defined below) or the Final Settlement Date (as defined below) (as applicable).
Notes of one or both series may be subject to modified proration if the aggregate principal amount of Notes validly tendered and not validly withdrawn (with the aggregate principal amount of the Euro Notes converted to US dollars using the Exchange Rate) as of the Early Tender Time or the Expiration Time (as applicable) would cause the Maximum Acceptance Amount to be exceeded or the aggregate principal amount of the Dollar Notes validly tendered and not validly withdrawn as of the Early Tender Time or the Expiration Time (as applicable) would cause the Dollar Offer Sub Cap to be exceeded. Furthermore, regardless of the Acceptance Priority Level, Notes tendered at or prior to the Early Tender Time will be accepted for purchase in priority to Notes tendered after the Early Tender Time, and to the extent Notes are tendered at or prior to the Early Tender Time and accepted for purchase pursuant to the Tender Offer, the portion of the Maximum Acceptance Amount (which shall be applied subject to the Acceptance Priority Levels) and the Dollar Offer Sub Cap available for the purchase of Notes tendered after the Early Tender Time will be reduced or may be eliminated completely.
The Tender Offer is conditioned upon, among other things, IGT, in its sole and absolute discretion, being satisfied that it has received, or will receive, by the Early Settlement Date an amount of net proceeds of the sale of the shares of LIS Holdings S.p.A. by an indirect subsidiary of IGT to PostePay S.p.A. which would be sufficient to finance the payment by IGT of the sum of (1) the sum of the Total Dollar Consideration and the Dollar Tender Offer Consideration with respect to all Dollar Notes validly tendered and accepted for purchase pursuant to the Offer to Purchase and (2) the sum of the Total Euro Consideration and the Euro Tender Offer Consideration with respect to all Euro Notes validly tendered and accepted for purchase pursuant to the Offer to Purchase.
It is expected that payment for Notes validly tendered at or prior to the Early Tender Time will be made promptly following the Early Tender Time, on September 20, 2022 (the “Early Settlement Date“), and payment for Notes validly tendered after the Early Tender Time but at or prior to the Expiration Time will be made on October 4, 2022 (the “Final Settlement Date“).
Subject to applicable law and the terms and conditions of the Offer to Purchase, IGT may change the Acceptance Priority Levels and increase or decrease either or both of the Maximum Acceptance Amount and the Dollar Offer Sub Cap without extending the Early Tender Time or the Expiration Time or otherwise providing withdrawal rights. IGT may also terminate the Tender Offer, waive any or all of the conditions of the Tender Offer prior to the Expiration Time, extend the Expiration Time or amend the terms of the Tender Offer.
IGT has retained D.F. King & Co. to act as Tender and Information Agent for the Tender Offer. Questions regarding procedures for tendering Notes may be directed to D.F. King & Co.
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The Institute for Gambling Regulation in Slovakia (IPRHH) has published the country’s first comprehensive report dedicated to illegal gambling. The study, titled The Black Book of Illegal Gambling, was officially presented at Bratislava’s Einpark and is now publicly available online.
The landmark publication explores the structure, mechanisms, and social impact of illegal gambling operations in Slovakia, with a particular focus on unlicensed online platforms. According to the report, these operators bypass national regulations, exploit vulnerable groups, and deprive the state of hundreds of millions of euros annually in lost tax revenue.
Key Findings From the Report
The study is based on a nationally representative survey conducted by IPRHH in cooperation with the Slovak Academy of Sciences. Among the most striking results:
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23.7% of players – nearly 296,000 Slovaks – admitted to gambling on unlicensed platforms.
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24.1% of players could not determine whether the sites they used were legal.
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Younger users and those with lower levels of education were the most likely to engage in illegal gambling.
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13.1% of users admitted to gambling illegally because they were listed in the national Register of Excluded Persons (RVO), which should block them from licensed gambling.
“These sites ignore every safeguard that licensed operators must follow,” explained Dávid Lenčéš, Executive Director of IPRHH. “There are no limits, no identity checks, and no protection against addiction. And if you lose money, you have no legal recourse.”
Why Players Choose Illegal Platforms
Survey respondents highlighted several reasons for using unlicensed gambling sites:
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Higher bonuses (32.5%)
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Better odds (29.5%)
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Easier registration (29.1%)
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Wider game selection (27.4%)
Shockingly, only 42.2% of players actively check for a Slovak license, while 43.2% cannot distinguish between legal and illegal gambling advertisements.
Policy Recommendations
The IPRHH warns that illegal gambling costs Slovakia hundreds of millions of euros each year, money that could otherwise support healthcare, education, and addiction prevention programs.
The institute recommends a multi-pronged strategy to combat illegal operators, including:
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More effective blocking of unlicensed websites
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Stronger cooperation with banks and payment providers to block transactions
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A national public awareness campaign
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Stable conditions for licensed operators who contribute to the economy
Lenčéš also cautioned against excessive taxation of legal operators:
“If governments dramatically increase taxes on licensed operators, they risk pushing players further into the illegal market. Regulation should protect the public, not unintentionally support criminal ecosystems.”
About IPRHH
The Institute for Gambling Regulation (IPRHH) was founded in 2024 to promote effective, transparent, and responsible gambling regulation in Slovakia. Led by Executive Director Dávid Lenčéš, former Chairman of the Slovak Gambling Regulatory Authority, the organization works to address modern challenges such as digitalization, illegal gambling, and player protection.
The full report, The Black Book of Illegal Gambling, is available for free download (in Slovak) here: Download Report. An English version is currently in preparation.
For international inquiries or interview requests, contact: [email protected]
The post Slovakia Publishes Groundbreaking Report on Illegal Online Gambling appeared first on European Gaming Industry News.
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Red Rake Gaming strengthens its expansion in Switzerland through partnership with 7Melons.ch
Red Rake Gaming, a leading provider of premium online casino content, announces its partnership with 7Melons.ch, the official online casino of the prestigious Grand Casino Bern, further strengthening its position in the regulated Swiss market.
7Melons.ch, launched in 2020 following the legalisation of online gaming in Switzerland, operates under an official Swiss concession (Konzession) and offers an authentic, safe, and fully licensed local experience. Backed by the strong reputation of Grand Casino Bern, the platform stands out for its commitment to player protection, secure transactions, and a mobile-optimised gaming environment.
As part of its growth strategy, 7Melons.ch is focusing on CRM automation, localised acquisition campaigns, and enhancing its VIP experience. The operator is investing in performance marketing, expanding its game portfolio, improving platform features, and building long-term brand equity, with the goal of becoming one of the leading names in Swiss online entertainment.
Nick Barr, Managing Director at Red Rake Gaming Malta, commented: “We are delighted to collaborate with 7Melons.ch and Grand Casino Bern to bring our top content to Swiss players. The platform combines the trust of a historic brand with a modern and secure digital experience, making it the ideal partner to expand our presence in this region. We are confident our games will deliver added value and exciting experiences for players in Switzerland.”
This collaboration reinforces Red Rake Gaming’s commitment to creating innovative content tailored to local regulations and designed for highly regulated markets. Players in Switzerland will have access to a wide and diverse game portfolio, featuring standout functionalities, interactive mini-games, and a safe, immersive gaming experience.
The post Red Rake Gaming strengthens its expansion in Switzerland through partnership with 7Melons.ch appeared first on European Gaming Industry News.
Global crypto igaming platform BC.GAME has announced the release of its brand-new video slot — “Nezha”. Featuring a 6-reel × 4-row base layout with 4,096 ways to win, the game can expand to 6 rows high and up to 46,656 ways through special symbols, offering players the chance to win up to 10,000x their bet. Inspired by the legendary Chinese mythological hero Ne Zha, this high-volatility slot blends traditional artistry, immersive storytelling, and innovative gameplay for an epic reel-spinning adventure.
Mythical Theme & Immersive Experience
In “Nezha,” players will embark on a quest to help the hero reclaim his powers and turn the tide against the Dragon King and his mighty army. Stunning visuals depict Ne Zha, dragon warriors, and deep-sea monsters as high-value symbols, set against an elegant landscape infused with Chinese ink-painting aesthetics and a battle-charged atmosphere.
Key Features
- Multi-way Wins: Base layout offers 4,096 ways to win, with Demon Pearl symbols expanding reels up to 6 rows high for a maximum of 46,656 ways.
- Spirit Pearl Wild: Appears on reels 2–5, expanding to cover the full reel and stacking multipliers up to 6x. Multipliers from multiple Spirit Pearls are added together.
- Demon Pearl Symbol: Reveals random high-value symbols and increases reel height for more win possibilities.
- Cascade Mechanic: Winning symbols are removed, and new symbols fall in, creating opportunities for consecutive wins.
- High RTP: Theoretical return to player reaches 97.29%, offering long-term high potential.
Dragon War Bonus Game
Collecting 3 or more Tianyuan Ding Scatter symbols to trigger the Dragon War Bonus Game:
- 3 Scatters award 10 Free Spins
- 4 Scatters award 13 Free Spins
During the Bonus Game, at least one Demon Pearl symbol is guaranteed to land on each spin. Additionally, every sequence of four consecutive cascade wins transforms one high-value symbol into a Wild and awards two extra Free Spins. The highest-value symbol remains unchanged but receives an incremental multiplier with each winning combination it contributes to.
Buy Bonus Options
Players can instantly access special features:
- Bonus Boost Special Spins: Enhances the likelihood of triggering the Bonus Game by a factor of six.
- Spirit Spins: Ensures the appearance of at least one Spirit Multiplier and one Spirit Pearl symbol on every spin.
- Buy Bonus Options – “3 Tianyuan Ding” / “4 Tianyuan Ding”: Allows direct access to the Bonus Game with 10 or 13 Free Spins, respectively.
- Destiny Draw: Offers a randomized entry into the Bonus Game, awarding either 10 or 13 Free Spins with a 50/50 probability.
Big Wins & High Potential
From the base 4,096 ways to the expanded 46,656 ways, “Nezha” offers exciting winning potential. When a single round reaches the 10,000x bet cap, the round ends immediately, awarding the capped prize.
“Nezha” is now available on BC.GAME across desktop and mobile platforms.
About BC.GAME
BC.GAME is a global crypto iGaming platform offering casino, slots, and sports betting, with full cryptocurrency support and innovative, provably fair games for players worldwide.
The post BC.GAME Launches “Nezha” Slot with Up to 46,656 Ways to Win and 10,000x Max Payout appeared first on European Gaming Industry News.
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