GTECH announces early tender deadline results

2015-01-08

Reading time 1:29 min

(US) –GTECH has announced its invitations holders of its 750k euros Subordinated Interest-Deferrable Capital Securities due 2066 (Regulation S ISIN XS0254095663 and Rule 144A ISIN XS0254095747) to (a) tender any and all Capital Securities for purchase by the Issuer for cash; and (b) consider and, if thought fit, approve the Proposals, by separate Extraordinary Resolutions pursuant to the Conditions and the Trust Deed (the Consent Solicitation).

The Offer and the Consent Solicitation are made on the terms and subject to the conditions set out in the invitation memorandum dated December 18, 2014 (the "Invitation Memorandum"). Capitalized terms used in this announcement but not defined have the meanings given to them in the Invitation Memorandum.

Results as of the Early Tender Deadline

As of 5:00 p.m. (CET) on January 7, 2015 (the "Early Tender Deadline"), the aggregate principal amount of Capital Securities validly tendered was €696,792,000.

In accordance with the terms of the Offer and the Consent Solicitation, by offering to tender its Capital Securities, a Holder votes in favor of both Extraordinary Resolutions at the Meeting (provided it has submitted its Tender Instruction by 5:00 p.m. (CET) on January 14 ,2015 (the "Consent Expiration Deadline"). In addition, Holders who do not tender their Capital Securities in the Offer may vote in relation to one or both Extraordinary Resolutions (subject to the terms and conditions set out in the Invitation Memorandum).

As of the Early Tender Deadline, Holders of 92.9% of the aggregate principal amount of Capital Securities have submitted Consent Instructions in favour of Extraordinary Resolution 1 and Holders of 92.9% of the aggregate principal amount of Capital Securities have submitted Consent Instructions in favour of Extraordinary Resolution 2.

Subject to the terms and conditions set out in the Invitation Memorandum, the Offer remains open until 5:00 p.m. (CET) on January 22, 2015 and the Consent Solicitation remains open until the Consent Expiration Deadline.

In relation to the Offer and the Consent Solicitation, Credit Suisse Securities (Europe) Limited, Barclays Bank PLC and Citigroup Global Markets Limited are acting as Dealer Managers, Lucid Issuer Services Limited is acting as Tender Agent and Georgeson is acting as Information Agent. Contact details for each of the Dealer Managers, the Tender Agent and the Information Agent are set out in the Information Memorandum.