GTECH announces successful pricing of USD 5B in Senior Secured Notes

The offering was conducted through a special-purpose vehicle issuer, Cleopatra Finance Limited, which will place the proceeds from the offering into escrow, pending the consummation of the acquisition of IGT. In connection with the acquisition of IGT, GTECH will merge into Georgia Worldwide and the ordinary shares of NewCo will be listed on the New York Stock Exchange.

At such time, NewCo will become the issuer of the notes and will use the proceeds from the offering to pay the cash component of the merger consideration for the acquisition of IGT and acquisition-related costs and possibly to refinance certain existing indebtedness of GTECH and IGT. Application has been made to list the notes on the Global Exchange Market of the Irish Stock Exchange.

“The debt of the new combined entity will have an average tenor of more than 6 years and no significant maturity before 2018,” said Alberto Fornaro, GTECH Executive Vice President and CFO. “It is the inaugural issuance in the U.S. and the first time we have launched a global deal, very large in size and we were over-subscribed. Overall, this is another important step toward the close of the IGT transaction."

The principal terms of each tranche of the notes are as follows: US$ 600 million aggregate principal amount of 5.625% senior secured notes due 2020: • a maturity date of February 15, 2020;• a coupon of 5.625%; and • an issue price of 100%. US$ 1,500 million aggregate principal amount of 6.250% senior secured notes due 2022:

• a maturity date of February 15, 2022

• a coupon of 6.250%

• an issue price of 100.0%. US$ 1,100 million aggregate principal amount of 6.500% senior secured notes due 2025

• a maturity date of February 15, 2025

• a coupon of 6.5%