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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

Published

3 years ago

September 7, 2022

Reading Time: 5 minutes

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.

Latest News

Week 38/2025 slot games releases

Published

20 hours ago

September 19, 2025

George Miller

Reading Time: 4 minutes

Here are this weeks latest slots releases compiled by European Gaming

“Fruitferno 40” went live, a new 5×4 slot from Hölle Games. It comes just a few weeks after the Dragon’s Diamonds launch, a cluster-style title with an equally hot theme! Following up to that 6×5 scatter-pays smasher, the Hölle team have taken a short detour to drop a 40-payline sequel to Fruitferno 20, for all those slot purists out there.

GAMOMAT is raising the stakes again with the release of its horror-themed Dead Legion. Set on a war-torn battlefield that’s shrouded in mist, Dead Legion unfolds within a macabre world where the dead legions have risen. An epic, dark live orchestral soundtrack intensifies the atmosphere across the 5×3 reels.

Reflex Gaming is heading deep into ancient ruins with the launch of The Cursed Idol of Montezuma Treasure Hunt, a visually stunning, Aztec-themed slot that introduces the company’s exclusive Treasure Hunt game mechanic. This 6×4, 20-payline title combines mystery, tension and progressive gameplay in a setting inspired by the legends of Montezuma.

Precision meets power in Crown Supreme Hold & Win from ICONIC21, the in-demand iGaming content provider. To take the throne, players must navigate a compact 3×3 grid and the regal Hold & Win mechanic in a slotting experience that pulses with anticipation and big win potential.

Relax Gaming, the iGaming aggregator and supplier of unique content, has launched Net Gains Dream Drop, a high-energy sequel where players can reel in massive rewards beneath the waves. Packed with coastal chaos and big catch potential, Net Gains Dream Drop offers 4,096 ways to win, three types of Mystery Symbols, Coin Collection mechanics, stacked Wilds, and more.

SlotMatrix, the world’s largest casino content aggregator, proudly announces the launch of 20 Armadillos, a thrilling new slot adventure set deep in a jungle where fortunes roll wild. 20 Armadillos is a 5-reel, 4-row slot with 20 lines, medium-high volatility and RTP options of 94.16% and 96.96%. With a maximum multiplier of 30,000x and a responsive, mobile-first design, the game blends rich visuals with high win potential.

Amusnet has released its latest video slot, Roman Coins – a game that captures the magnificence of the Roman Empire and brings it to life on the reels. It is Amusnet’s first-ever 3-pot video slot. With a 5-reel layout and 25 fixed paylines, Roman Coins strikes a perfect balance between classic slot structure and innovative mechanics.

Play’n GO throws the switch on Lab of Madness It’s a Wild!, a gothic comic-inspired slot that surges with strange science and surprise. Players join the unconventional Dr Frankenstein as she attempts to jolt her patchwork Monster to life in a lab where every pull of the lever sparks new possibilities.

Playson, the accomplished digital entertainment supplier, ups the ante in its latest Irish folklore release, Golden Penny x1000, with a rare 6×5 reelset, x20,000 max win and a bountiful Free Spins Bonus. In an enchanted twist to base play, the colourful game field comes alive with collapsing symbols. Eight matching symbols form a winning combination, with the total of the symbols forming the win value.

Evoplay, the award-winning game development studio, has launched Lunar Wilds, an atmospheric slot that combines mystical forest visuals with powerful features and big win potential. Set beneath a silver moon, the game transports players deep into an enchanted wilderness, where packs of wolves roam under the night sky.

The God of the Sea unleashes lavish gameplay in Blueprint Gaming’s latest offering, Rise of Atlantis Legacy, with the highly anticipated title introducing a new Gates of Atlantis bonus game, boosting the chance of significant cascading returns. Boasting the ability to appear on any of the six reels, Rising Multipliers offer enriched payouts if featured in a winning combination, which are added at the end of a successful cascade.

Stakelogic is setting sail into uncharted waters with its latest slot release, Kraken’s Catch, a feature-packed, high-volatility slot where monstrous multipliers and a mysterious sea creature lie beneath the surface. This 5×3 slot with 15 win lines invites players on a nautical adventure where every spin can uncover treasures from the deep.

The post Week 38/2025 slot games releases appeared first on European Gaming Industry News.

Latest News

KSA Issues New Duty of Care Guidance for Gaming Arcades and Casinos

Published

22 hours ago

September 19, 2025

George Miller

Reading Time: 2 minutes

The Netherlands Gambling Authority (KSA) has issued new guidance for gaming arcades and casinos to improve the implementation of their duty of care. The KSA previously visited gaming arcades across the country. These visits revealed that while most arcades are paying attention to their duty of care, implementation could be improved in some areas. The guidance the KSA is now sharing with license holders contains practical tools and explanations, but no new rules.

Duty of care of arcades

With the implementation of the Gambling Act (Wet Koa), the duty of care for gaming arcades has been further expanded. This means they are obligated to prevent and mitigate gambling addiction as much as possible. Since then, gaming arcades have taken steps to comply with this requirement. However, in practice, the stated good intentions and the relevant policy are not always sufficiently aligned. The KSA has discussed this with various parties within the sector. Based on the input from these discussions, the new guidance has been developed.

Guidance

The guidance for arcades includes resources that providers can use to properly fulfill their duty of care and better inform their employees. The guide provides explanations and examples of what arcades must do and what the KSA expects of them. It also includes an overview of frequently asked questions. In addition to the guidance, a poster and an animation have been developed to raise awareness among arcade employees about the duty of care.

Along with the duty of care guidance, arcades also received a Guideline for Identity and Cruks Verification. The KSA regularly receives questions from the sector about the Cruks exclusion register. This guideline addresses the operation of Cruks and the most common questions and problems.

KSA chairman Michel Groothuizen said: “Certain key factors of the duty of care are easier to monitor for online providers than in brick-and-mortar casinos. In our conversations with arcade owners, we’ve noticed that they want to do more with the duty of care, but sometimes still struggle with its proper implementation. With this new guidance, supplemented with informational materials for employees, we’re giving them new tools to do so. In this way, we’re working together to ensure that players are optimally protected even at brick-and-mortar providers.”

The post KSA Issues New Duty of Care Guidance for Gaming Arcades and Casinos appeared first on European Gaming Industry News.

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QuinnBet Expand Ospreys Partnership

Published

22 hours ago

September 19, 2025

George Miller

Reading Time: 2 minutes

The Ospreys announced that official betting partner, QuinnBet, had expanded their partnership with the Ospreys. The partnership will see QuinnBet take a place on the Ospreys shorts of all three of the team’s kits this season.

The new, multi-year partnership will see the QuinnBet logo take a prominent placement on the back of all three playing shorts.

With the Ospreys competing in front of multi-continental audiences in both the BKT URC and EPCR Challenge Cup this season, QuinnBet’s brand is set to reap the benefits.

Launched in 2017, QuinnBet, regulated by the UK Gambling Commission, and in Ireland by The Gambling Regulatory Authority of Ireland, has firmly established themselves in the iGaming industry by providing a socially responsible service. With an emphasis on giving more back through unique promotions and excellent customer care, QuinnBet has become a trusted name in the industry.

Head of Commercial for the Ospreys, Richard Lancaster, said: “We’re delighted that QuinnBet have decided to expand their partnership with the Ospreys. We have already built a successful relationship, and we’re looking forward to building on that even further in the coming seasons.

“Working with QuinnBet has already been hugely beneficial for us in education around Safer Gambling awareness, and we’re already planning on how to improve on this even further as we look ahead to the future.”

Niall McPartland, Head of Commercial and Sponsorship at QuinnBet, added: “We are delighted to enter this significant three-year partnership with Ospreys Rugby.

“The partnership builds on our inaugural 24/25 season sponsorship of The Ospreys, and the extension until 2028 demonstrates the success of the partnership to date and the huge regard we have for the club.

“Ospreys are one of the dominant forces in Welsh rugby, producing numerous players who have gone on to represent Wales and The Lions internationally. We are therefore privileged that our association with the club, will showcase QuinnBet at the highest level to Rugby supporters across the UK, Ireland and internationally.

“We commit to utilising the partnership to promote our brand in conjunction with Safer Gambling, which is integral to our business and which Ospreys Rugby is fully supportive of. We would like to wish everyone at the club the very best for the season ahead.”

The post QuinnBet Expand Ospreys Partnership appeared first on European Gaming Industry News.