International Game tenders for up to $500 million of secured notes from two series

By Marisa Wong

Los Angeles, Sept. 2 – International Game Technology plc launched an offer to purchase for cash up to $500 million maximum acceptance amount of its outstanding $1.1 billion 6½% senior secured notes due 2025 (ISIN: US460599AC74, USG4863AAC20) and its outstanding €500 million 3½% senior secured notes due 2024 (ISIN: XS1844998192, XS1844997970), according to a Friday press release.

The dollar-denominated 2025 notes have acceptance priority over the euro-denominated 2024 notes.

The 2025 notes are also subject to a $350 million tender sub-cap.

The company is offering a total consideration of $1,015 for each $1,000 of 2025 notes and €1,006.25 for each €1,000 of 2024 notes. The total consideration includes an early tender premium of $30 and €30, respectively, for notes tendered by the early tender time at 5 p.m. ET on Sept. 16.

Holders tendering after the early tender time will only be eligible to receive the tender offer consideration, which is $985 for each $1,000 of 2025 notes and €976.25 for each €1,000 of 2024 notes.

In addition, the company will pay accrued interest up to but excluding the applicable settlement date.

Notes of one or both series may be subject to proration if the aggregate amount of notes tendered as of the early tender time or expiration time (as applicable) exceeds the maximum acceptance amount or if the total amount of dollar-denominated notes tendered exceeds the 2025 series sub-cap.

Tenders may be withdrawn at any time prior to 5 p.m. ET on Sept. 16.

The tender offer will expire at 11:59 p.m. ET on Sept. 30.

Early settlement is expected to take place on Sept. 20, and final settlement will be on Oct. 4.

The offer is subject to a financing condition.

The company said it 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. The company may also terminate the tender offer, waive any or all of the conditions of the offer prior to the expiration time, extend the expiration time or amend the terms of the offer.

Merrill Lynch International (attn.: liability management group; DG.LM-EMEA@bofa.com; 888 292-0070, 980 388-3646 or +44 20 7996 5420), Credit Agricole Securities (USA) Inc. (attn.: liability management/debt capital markets; us.liabilitymanagement@ca-cib.com; 866 807-6030 or 212 261-7802), ING Bank NV, London Branch (attn.: liability management team; liability.management@ing.com; 646 424-8972 or +44 20 7767 6784) and Wells Fargo Securities, LLC (attn.: liability management group; LiabilityManagement@wellsfargo.com; 866 309-6316 or 704 410-4756) are the joint lead dealer managers.

D.F. King & Co. (attn.: Michael Horthman; igt@dfking.com; 800 706-3274 or, for banks and brokers, 212 269-5550) is the tender and information agent.

International Game Technology is a London-based gaming company.

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