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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.
1/ST
New Zealand Thoroughbred Racing and 1/ST Unveil Partnership to Elevate Global Thoroughbred Racing
New Zealand Thoroughbred Racing (NZTR) is excited to announce a transformative partnership with 1/ST, the premier North American Thoroughbred racing, gaming and entertainment company. Known for its iconic venues, including Santa Anita Park (California) and Gulfstream Park (Florida), 1/ST is a leader in modernizing horse racing by blending live racing with innovative gaming, hospitality and lifestyle experiences.
As leaders of world-class racing, hospitality and entertainment events, 1/ST is also committed to advancing racing’s global profile through cutting-edge technology and international collaboration. This partnership brings a unique opportunity to connect three prestigious racedays: Auckland Thoroughbred Racing’s Champions Day (March 8 – featuring The G1 Bonecrusher New Zealand Stakes, named after legendary 1987 Australian Horse of The Year Champion and NZ Hall of Famer, Bonecrusher) alongside 1/ST’s Pegasus World Cup (January 25) and California Crown (September 27).
This collaboration will introduce “Golden Ticket” pathways, offering the winning horses direct entry into marquee races including:
From the Pegasus World Cup (25 January 2025) to Champions Day (8 March 2025):
- The US$500,000 Group 2 Pegasus World Cup Filly & Mare Turf (1600m) winner earns entry to the NZ$600,000 Group 1 World Pool New Zealand Thoroughbred Breeders’ Stakes (1600m).
- The US$1,000,000 Group 1 Pegasus World Cup Turf (1800m) winner gains entry to the NZ$1,000,000 Group 1 Bonecrusher New Zealand Stakes (2000m).
From Champions Day (8 March 2025) to California Crown (27 September 2025):
- The NZ$500,000 Rich Hill Stud Champion Middle Distance Series winner secures a Golden Ticket to the US$750,000 Group 1 California Crown John Henry Turf (2000m).
- The NZ$500,000 Sport Nation Champion Sprint Series winner earns entry to the US$750,000 Group 2 California Crown US$750,000 Eddie D Turf Sprint (1300m).
To further enhance the partnership, NZTR and 1/ST will cover travel and freight costs for Golden Ticket-winning horses travelling internationally to compete in the respective countries.
“This partnership marks an exciting milestone in showcasing New Zealand racing on the world stage,” commented Chief Operating Officer of NZTR, Darin Balcombe. “The Golden Ticket concept creates a unique pathway for international competition, enriching the experience for racing participants and fans alike.”
Aidan Butler, President of 1/ST, added: “This partnership with NZTR exemplifies our commitment to elevating Thoroughbred racing globally. By linking these iconic racedays and supporting international competition, we’re looking to drive innovation, collaboration and global excitement in the sport.”
Lachlan Fitt, Deputy CEO of Entain Australia and New Zealand, operators of the NZ TAB, also welcomed the announcement:
“Congratulations to NZTR and 1/ST on reaching this exciting outcome. The partnership will continue the opportunity for NZ racing to be showcased to racing fans globally and is another new pathway for NZ racing participants to consider. And through our Trackside and Sport Nation media brands, we look forward to bringing the best of US racing to our wagering customers in NZ.”
This partnership paves the way for significant growth in Thoroughbred racing across both regions, with both NZTR and 1/ST excited to build on this promising foundation moving forward.
For more information about the partnership and Golden Ticket races, contact NZTR’s Head Handicapper Bruce Sherwin by emailing [email protected].
The post New Zealand Thoroughbred Racing and 1/ST Unveil Partnership to Elevate Global Thoroughbred Racing appeared first on Gaming and Gambling Industry in the Americas.
SOFTSWISS has successfully obtained compliance certification for the Peruvian market for its Game Aggregator, the largest content hub in the iGaming sector. This milestone solidifies the company’s position as one of the first technology providers ready to work under the country’s new regulatory framework.
As part of Peru’s revised Regulatory Framework, initiated in February 2024, all operators, platforms, game providers, and technical suppliers are required to obtain certification by 1 January 2025 to legally operate in the market. SOFTSWISS achieved this certification through GLI, an accredited testing laboratory, ensuring that its product meets all technical and legal requirements set by Peruvian authorities.
The Peruvian gambling market is among the fastest-growing and most promising in Latin America, with projections estimating a CAGR of 5.97% and a market volume of USD 420.60 million by 2029. Furthermore, smartphone penetration is expected to hit 77.78% by the same year, providing significant opportunities for the iGaming industry.
“The newly regulated framework is set to attract international gaming companies and investors, paving the way for further expansion in the iGaming sector,” said Max Trafimovich, CCO at SOFTSWISS. “We’re proud to be among the first companies to complete the necessary procedures and be fully prepared for this promising market.”
This achievement comes shortly after the SOFTSWISS Game Aggregator’s certification in Brazil, showcasing the company’s ambitious plans to expand and strengthen its leadership across the Latin American region.
Currently, the SOFTSWISS Game Aggregator boasts the largest game portfolio in the market, offering over 27,000 titles, alongside consistent 99.999% uptime and top-tier services. According to a recent Kantar survey conducted in November 2024, the product received an overall satisfaction score of 8.1 out of 10 from its clients, underscoring its reputation as a reliable and industry-leading solution.
By obtaining certification in Peru, SOFTSWISS continues to demonstrate its commitment to compliance, innovation, and delivering premium services in rapidly evolving markets.
The SOFTSWISS team will be available to discuss partnerships in Brazil and other markets at the first major iGaming event of 2025 – ICE Barcelona, taking place on 20–22 January, at stand 2G42.
About SOFTSWISS
SOFTSWISS is an international technology company with over 15 years of experience in developing innovative solutions for the iGaming industry. SOFTSWISS holds a number of gaming licences and provides comprehensive software for managing iGaming projects. The company’s product portfolio includes the Online Casino Platform, the Game Aggregator with over 23,500 casino games, the Affilka Affiliate Platform, the Sportsbook Software and the Jackpot Aggregator. In 2013, SOFTSWISS revolutionised the industry by introducing the world’s first Bitcoin-optimised online casino solution. The expert team, based in Malta, Poland, and Georgia, counts over 2,000 employees.
The post SOFTSWISS Game Aggregator Certified for Peru Market appeared first on Gaming and Gambling Industry in the Americas.
Tom Horn Gaming and AKNEYE, the innovative art initiative by AKN, have joined forces to launch a unique project, Akne Fruits. More than just a slot game, Akne Fruits fuses online casino gaming, traditional sculpture, and NFT technology to redefine the iGaming ecosystem and the future of iGaming.
A Visionary Blend of Art, Technology, and iGaming
Akne Fruits is groundbreaking in its exploration of the intersection between the physical and digital worlds in an entirely new way. Inspired by AKN’s signature AKN EYE motif, the game is accompanied by nine exclusive artefacts meticulously hand-painted by Rafayel Nersesyan, a famous Armenian artist, who also played a role in shaping the game’s visuality. Each object mirrors the fruit symbols from the game and serves as a tangible representation of AKN EYE’s iconic aesthetic.
Own and Share in the Success of Akne Fruits
Available globally, Akne Fruits invites players to connect with the game on multiple levels – enjoy it in their favourite casino, invest in its digital assets, or own their own piece of its physical representation.
Through NFTs offered via the Ortak marketplace, players can acquire game-inspired NFTs and become stakeholders in the game’s ongoing success. This experience is further expanded by the introduction of nine exclusive sculptures and their NFTs. These one-of-a-kind pieces allow players and art collectors to own a physical piece of the game and gain a significant share in its financial achievements.
Official Launch and Sell-Out at Harmony VI
The exclusive physical NFT collection of Akne Fruits made its debut at BetConstruct’s prestigious Harmony VI Meetup in Ras Al Khaimah, UAE. In addition to the game’s digital collection available on ortak.me, art lovers and gaming enthusiasts had the chance to purchase one of nine exclusive physical representations of the Akne Fruits game on the spot. The response was overwhelming, with all physical NFTs selling out within just one hour of the official announcement – a historic milestone for Tom Horn Gaming and Ortak.
Pushing the Boundaries of iGaming
The partnership between Tom Horn Gaming and Ortak is redefining how the supplier perceives the future of iGaming. Akne Fruits goes beyond being just a slot game. It delivers an immersive experience that connects players and art enthusiasts with the game and its artistic assets on different levels.
“This collaboration is a perfect synergy of two innovative companies, combining our strengths to introduce new products, redefine iGaming, and multiply the success of our innovative approach to entertainment. With Akne Fruits, we’re not just delivering a game. We’re shaping the future of how players experience iGaming,” said Ondrej Lapides, CEO of Tom Horn Gaming.
Explore the Future with Akne Fruits
Players and art lovers are invited to discover the Akne Fruits experience by visiting the Ortak NFT marketplace and becoming part of this exciting journey. Whether through owning a digital NFT or acquiring a stunning physical sculpture, the possibilities are as limitless as the creativity behind the project.
By transcending the concept of a traditional slot game and embracing new technologies, Tom Horn Gaming continues to lead the iGaming industry into new frontiers, offering unique opportunities for players to engage with games and their creators.
The post Akne Fruits: Redefining the Future of iGaming appeared first on European Gaming Industry News.
New Zealand Thoroughbred Racing and 1/ST Unveil Partnership to Elevate Global Thoroughbred Racing
SOFTSWISS Game Aggregator Certified for Peru Market
Akne Fruits: Redefining the Future of iGaming
SOFTSWISS Game Aggregator Certified for Peru Market
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