Bally Technologies launches tender offer

The tender offer is expected to commence today and expire at 5 p.m. New York City time, on Friday, May 6, 2011, unless extended. In accordance with the rules of the Securities and Exchange Commission, Bally may increase the value of shares purchased in the offer and thereby increase the number of shares accepted for payment in the offer by no more than 2 % of the outstanding shares without amending or extending the tender offer.

A modified “Dutch auction” tender offer allows stockholders to indicate how many shares and at what price(s) they wish to tender their shares within the specified share price range. Based on the number of shares tendered and the prices specified by the tendering stockholders, Bally will determine the lowest price per share within the range that will allow the firm to purchase US$ 400 million in value of its common stock, or a lower amount depending on the number of shares properly tendered and not properly withdrawn. 

All shares purchased by Bally will be purchased at the same price. If the tender offer is fully subscribed, then US$ 400 million in value of common stock will be purchased, representing approximately 18.9 %t to 21.9 % of Bally’s issued and outstanding shares as of April 7, 2011.

If, based on the final purchase price determined in the tender offer, more than US$ 400 million in value of shares are properly tendered and not properly withdrawn, then Bally will purchase shares tendered at or below the per-share purchase price on a pro rata basis as will be specified in the offer to purchase, which will be distributed to stockholders shortly. 

The tender offer will not be conditioned upon any minimum number of shares being tendered, but will be subject to the completion of new credit facilities and other conditions that will be described in the offer to purchase. 

Bally expects to fund share purchases in the tender offer with funds from the new credit facilities, which is expected to be in place at least five business days prior to the closing of the tender offer.  Stockholders who have questions may call BofA Merrill Lynch at (888) 803-9655; Mitsubishi UFJ Securities at (877) 649-6848; or Wells Fargo Securities, LLC at (800) 532-2916, the dealer managers for the tender offer.

The information agent for the tender offer is Morrow & Co, and the depositary is American Stock Transfer & Trust Company. The offer to purchase, the letter of transmittal, and the related materials will be mailed to Bally stockholders shortly after commencement. Stockholders who have questions or would like additional copies of the tender offer documents, when available, may call the information agent at (800) 607-0088.  Banks and brokers may call (800) 662-5200.

While Bally’s Board of Directors has approved the making of the tender offer, none of Bally, its Board of Directors, the dealer managers, the depositary, or the information agent make any recommendation to any stockholder as to whether to tender or refrain from tendering any shares or as to the price or prices at which stockholders may choose to tender their shares. Bally has not authorized any person to make any such recommendation.  Stockholders must decide whether to tender their shares and, if so, how many shares to tender and at what price or prices.

In doing so, stockholders should carefully evaluate all of the information in the offer to purchase, the letter of transmittal, and the related materials, when available, before making any decision with respect to the tender offer, and should consult their own financial and tax advisors.

Bally’s directors and executive officers have advised Bally that they do not intend to tender their shares in the tender offer.