LAS VEGAS, Nov. 12, 2019 /PRNewswire/ -- Scientific
Games Corporation (NASDAQ: SGMS) ("Scientific Games" or the
"Company") today announced that its wholly owned subsidiary,
Scientific Games International, Inc. ("SGI"), intends, subject to
market and other conditions, to offer $1,200.0 million in aggregate principal amount of
senior unsecured notes due 2028 and senior unsecured notes due 2029
(collectively, the "Notes") in a private offering.
Scientific Games intends to use the net proceeds of the Notes
offering, together with cash on hand and borrowings under the
Company's existing revolving credit facility, to redeem all
$1.2 billion of SGI's outstanding
10.000% senior unsecured notes due 2022 (the "2022 Notes"), redeem
all $244.0 million of SGI's
outstanding 6.250% senior subordinated notes due 2020 (the "2020
Notes"), pay accrued and unpaid interest thereon plus any related
premiums, fees and costs and pay related fees and expenses of the
Notes offering.
The Notes will be guaranteed on a senior basis by Scientific
Games and certain of its subsidiaries, and the Notes will not be
secured.
The Notes will not be registered under the Securities Act of
1933, as amended (the "Securities Act"), or any state securities
laws and, unless so registered, may not be offered or sold in
the United States except pursuant
to an applicable exemption from the registration requirements of
the Securities Act and applicable state securities laws. The Notes
will be offered only to persons reasonably believed to be qualified
institutional buyers in accordance with Rule 144A and to non-U.S.
Persons under Regulation S under the Securities Act.
This press release does not and will not constitute an offer to
sell or the solicitation of an offer to buy the Notes, nor will
there be any sale of the Notes in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state. Nothing
in this press release should be construed as an offer to purchase,
notice of redemption or repurchase or a solicitation of an offer to
purchase any of the outstanding 2022 Notes or 2020 Notes. This
press release is being issued pursuant to and in accordance with
Rule 135c under the Securities Act.
About Scientific Games
Scientific Games
Corporation (NASDAQ: SGMS) is the world leader in offering
customers a fully integrated portfolio of technology platforms,
robust systems, engaging content and services. The Company is the
global leader in technology-based gaming systems, digital
real-money gaming and sports betting platforms, table games, table
products and instant games, and a leader in products, services and
content for gaming, lottery and social gaming markets. Scientific
Games delivers what customers and players value most: trusted
security, creative entertaining content, operating efficiencies and
innovative technology. For more information, please visit
www.scientificgames.com, which is updated regularly with financial
and other information about the Company. The information contained
on, or that may be accessed through, our website is not
incorporated by reference into, and is not part of, this
document.
COMPANY CONTACTS
Investor Relations:
Michael
Quartieri +1 702-532-7658
Executive Vice President and Chief Financial Officer
Media Relations:
Susan Cartwright +1 702-532-7981
Vice President, Corporate Communications
susan.cartwright@scientificgames.com
Forward-Looking Statements
In this press release,
Scientific Games makes "forward-looking statements" within the
meaning of the U.S. Private Securities Litigation Reform Act of
1995. Forward-looking statements describe future expectations,
plans, results or strategies and can often be identified by the use
of terminology such as "may," "will," "estimate," "intend," "plan,"
"continue," "believe," "expect," "anticipate," "target," "should,"
"could," "potential," "opportunity," "goal," or similar
terminology. These forward-looking statements include statements
related to the terms, timing and completion of the offering of the
Notes; the intended use of proceeds of the Notes offering; the
completion of the redemption of the 2022 Notes; and the completion
of the redemption of the 2020 Notes. These statements are based
upon management's current expectations, assumptions and estimates
and are not guarantees of timing, future results or performance.
Therefore, you should not rely on any of these forward-looking
statements as predictions of future events. Actual results may
differ materially from those contemplated in these statements due
to a variety of risks and uncertainties and other factors,
including, among other things: the inability to consummate the
potential refinancing transaction on the terms described herein or
at all; the inability to otherwise reduce or refinance our
indebtedness; and the risk that we will not use the proceeds in the
manner anticipated.
Additional information regarding risks, uncertainties and other
factors that could cause actual results to differ materially from
those contemplated in forward-looking statements is included from
time to time in our filings with the SEC, including the Company's
current reports on Form 8-K, quarterly reports on Form 10-Q and its
latest annual report on Form 10-K filed with the SEC on
February 28, 2019 (including under
the headings "Forward-Looking Statements" and "Risk Factors").
Forward-looking statements speak only as of the date they are made
and, except for our ongoing obligations under the U.S. federal
securities laws, we undertake no obligation and expressly disclaim
any obligation to publicly update any forward-looking statements
whether as a result of new information, future events or
otherwise.
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SOURCE Scientific Games Corporation