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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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Welcome to our weekly roundup of American gambling news again! Here, we are going through the weekly highlights of the American gambling industry which include the latest news and new partnerships. Read on and get updated.
Latest News
BMM Innovation Group, a technology conglomerate focused on gaming product compliance testing, cybersecurity solutions and virtual training for the global gaming industry, announced that it is exhibiting at the Perú Gaming Show 2025, June 18–19 at the Centro de Exposiciones Jockey in Lima, Perú. BMM’s local experts will be available at Booth No. 31–32 to discuss the Company’s full suite of testing, certification, cybersecurity and virtual training services for Perú’s growing gaming industry. With a well-established land-based sector and a rapidly expanding online gaming market, Perú represents one of the most dynamic jurisdictions in Latin America. BMM has supported the Peruvian gaming industry for more than 18 years, with a dedicated office in Lima since 2007. The Company’s deep roots and compliance expertise make it uniquely positioned to serve the diverse needs of Perú’s casinos, sports betting operators, lottery providers and online gaming programmes.
Amusnet is set to make a powerful impression at the Peru Gaming Show 2025, taking place on June 18-19 in Lima, by presenting a comprehensive portfolio across its Online Casino, Live Casino, and Land-based verticals. As one of the most prominent and influential gaming exhibitions in Latin America, PGS brings together the industry’s leading providers, manufacturers and decision-makers for two days of impactful business exchange. Amusnet is also sponsoring the LMG Futbol Experience on June 17, held just before the exhibition, showcasing involvement in local events and its engagement in supporting industry-wide collaboration.
International Game Technology PLC announced that its spectacular RISE55 cabinet is now live on casino floors across the US. With robust, performance-focused content roadmaps for the premium-leased and for-sale game segments, IGT’s RISE55 cabinet debuted with the highly entertaining Magic Treasures Gold game. The RISE55 cabinet features a 55-inch ultra-HD curved display that delivers crisp graphics, enhanced audio technology and remarkable player comfort. The RISE55 cabinet first hit casino floors in late May, with additional deployments planned through the summer. As the hardware’s Class III premium launch title, Magic Treasures Gold is a visually stunning multi-level progressive game with features that build upon the success of IGT’s award-winning Magic Treasures game, including a leveled-up version of the Money Ball feature.
Partnerships
Hard Rock Cafe, in partnership with international soccer icon Lionel Messi, launched new merchandise coinciding with one of the year’s most anticipated global soccer tournaments. The collection debuts as part of Hard Rock’s “WE PLAY TOGETHER” campaign, which unites soccer fans to celebrate the sport. The campaign will feature special experiences and exclusive offers, such as bundle deals combining themed Messi menu and retail items, for guests to watch each match and show support for their favourite teams. Lionel Messi announced the collection via an Instagram post, where he donned one of the custom tees now available for purchase.
PrizePicks, the largest daily fantasy sports operator in North America, announced that it has partnered with the Los Angeles Dodgers as the team’s Official DFS Partner. The partnership features several digital and in-stadium activations at Dodger Stadium as PrizePicks continues to strengthen its brand presence in baseball.
The post Gaming Americas Weekly Roundup – June 9-15 appeared first on European Gaming Industry News.
Dear passengers, welcome aboard Flight NLC25! Flight Mode is cleared for takeoff and let’s just say, it’s not a typical family trip to Hawaii. After delivering signature slots like Tombstone Slaughter: El Gordo’s Revenge and Duck Hunters, Nolimit City is now taking it to the skies with Flight Mode and definitely not in a boring way.
Imagine having a crying baby as your only soundtrack, permanent turbulence and a seatmate who thinks deodorant is optional. The Bud Jet airline might not get you from A to B but it’ll drop you into a feature-packed slot and the kind of excitement you can always expect when playing a Nolimit City slot.
In Flight Mode, winning combinations will explode, making room for new symbols to drop in. With every win, the next multiplier value climbs by +1 and applies to new symbols that fall in.
Wild Symbol: The regular Wild symbol that can land on any reel and substitute for any regular symbol.
Multiplier Increaser: Triggered when they land and add its value to the next multiplier value. Multiplier values of symbols are 2x, 3x, 4x, 5x and 10x.
Golden Multiplier Increaser: Triggered when it lands and doubles the value of the next multiplier.
Explosive items are strictly prohib… well, not on this aircraft. The Bomb symbol clears all regular paying symbols on its reel and row when there are no winning combinations. Only Scatter and Wild symbols are saved from the explosions.
Apologies dear passengers, the lavatory is currently occupied! The signature xHole™ is back in Flight Mode, this time disguised as a toilet. All symbols from the main reels are flushed down and then spat out to random positions with the next multiplier value. Just to add an extra twist to it, xHole™ then transforms itself into a Wild symbol that also gets the next multiplier value. Not so hygienic…
Flee Spins
This is the captain speaking – we’re going down! Prepare your life jacket and be ready for a spontaneous meet-up with the sharks during Flee Spins! Land 3, 4, or 5 Scatter Symbols to trigger 6, 9, or 12 Flee Spins, respectively.
Upgrade your seat to Bud Jet’s nice price class when purchasing one of these Nolimit Boosters:
-Print Spins: guarantees a spin that starts off with a 30x multiplier on each paying symbol.
-Printier Spins: guarantees a spin that starts off with a 268x multiplier on each paying symbol.
-Printiest Spins: guarantees a spin that starts off with a 911x multiplier on each paying symbol.
No legroom, no peanuts – but you do get Extra Spins. After a round ends, players may get the option to purchase an additional spin, maintaining the current multiplier state of all previously landed symbols.
The special xGod™ mechanic is locked away disguised as passports on the bottom row, secured behind bulletproof glass and a seatbelt that actually works. Each Bomb explosion breaks the panel of its respective reel, bringing you one step closer to landing a Max Win.
The maximum payout of Flight Mode is 5,051x the base bet. Flight Mode is rated as “Extremely Volatile” delivering the thrilling high-stakes gameplay that Nolimit City fans know and love.
Per Lindheimer, Head of Product at Nolimit City, said: “This isn’t your standard trip from A to B. Flight Mode is what happens when you let a slot company rewrite the in-flight safety manual, handing out dynamite instead of peanuts.”
‘Flight Mode’ will be available to all Nolimit City partners on June 17th, 2025.
The post Nolimit City boards a wild ride at 35,000 feet in Flight Mode appeared first on European Gaming Industry News.
International iGaming holding PIN-UP Global will participate in IGB L!VE, one of the industry’s premier events taking place July 2-3 in London. Booth K40, spanning 168 square meters, will feature two distinct zones – PIN-UP Global and PIN-UP Partners. The holding will create valuable networking opportunities for industry professionals.
Visitors to the PIN-UP Global booth will have the opportunity to meet with the holding’s teams to explore the B2B portfolio designed to boost operational performance and drive business growth in the iGaming sector. The holding’s team will focus on growing its partner network and demonstrating the company’s latest technological developments.
PIN-UP Global team will be on hand throughout the event to explore potential investment opportunities and discuss partnerships with promising startups. The holding continues to identify and support promising teams developing innovative solutions in MarTech, iGaming, FinTech, AI/ML, and analytics.
PIN-UP Partners is joining iGB Affiliate London with top-performing offers, exclusive merch, and proven partnership models. Recognized as the Best iGaming Affiliate Program by AW’2024, MAC’2024, and SiGMA’22, PIN-UP Partners team is ready to build strong, long-term partnerships.
For industry professionals seeking new career opportunities, HR representatives from PIN-UP Global will be present at the event. Interested candidates can book meetings to discuss current openings within the international holding.
With the holding growing rapidly — a remarkable 58% just over the past year — new opportunities and prospects are opening up every day, both for existing team members and for those looking to join. As a result, the holding is actively seeking strong specialists for managerial positions, as well as professionals in tech, marketing, media buying, and more. Visit our booth to become part of the PIN-UP Global team.
For convenient meeting scheduling with holding representatives, exhibition delegates can use the touchscreen booking system and conduct meetings in specially equipped meeting rooms.
PIN-UP Global welcomes all IGB L!VE London attendees – industry experts, potential partners, and talented professionals – to connect with their team during the event to discuss tech solutions, collaboration opportunities, and career prospects.
PIN-UP Global is an international iGaming holding company specialising in developing and implementing advanced technologies, B2B solutions, and innovative products for the iGaming industry.
The post PIN-UP Global to Participate in IGB L!VE London appeared first on European Gaming Industry News.
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