Oct. 19, 2011
/PRNewswire/ -- Scientific Games Corporation (Nasdaq: SGMS) (the "Company") announced today that its direct wholly owned subsidiary, Scientific Games International, Inc. ("SGI"), is soliciting consents (the "Consent Solicitation") from the holders of the 7.875% Senior Subordinated Notes due 2016 (CUSIP Nos. 80874YAA8 and ISIN USU8067TAA44) (the "Notes"), to proposed amendments to the Indenture which governs the Notes (the "Indenture").
The terms and conditions of the Consent Solicitation and the proposed amendments to the Indenture are described in the Consent Solicitation Statement dated
October 19, 2011
(the "Consent Solicitation Statement"). The purpose of the Consent Solicitation is to amend the Indenture to provide the Company with additional flexibility for investment opportunities that it may decide to pursue, including potential strategic partnerships, joint ventures and other acquisitions.
The Consent Solicitation is scheduled to expire at
New York City
October 27, 2011
(the "Expiration Date"). SGI has established
October 18, 2011
as the record date for the Consent Solicitation. In the event that the conditions of the Consent Solicitation are satisfied or waived, including the receipt of the requisite consents as to not less than a majority of the
in aggregate principal amount of the Notes at or prior to the Expiration Date and the effectiveness of a supplemental indenture implementing the proposed amendments, SGI will pay to holders of record of the Notes
principal amount of Notes as to which they have delivered (and not validly revoked) consents prior to the Expiration Date.
The Company has engaged Credit Suisse Securities (
) LLC and UBS Securities LLC as its solicitation agents (the "Solicitation Agents"). Questions and requests for assistance regarding this solicitation should be directed to Credit Suisse Securities (
) LLC at (212) 325-5912 (call collect) or (800) 820-1653 (toll free) or to UBS Securities LLC at (203) 719-4210 (call collect) or (888) 719-4210 (toll free). Requests for documents may be directed to Global Bondholder Services Corporation, which is acting as the information agent (the "Information Agent") and tabulation agent ("Tabulation Agent") for the Consent Solicitation, at (866) 795-2200 (toll free) or (212) 430-3774 (banks and brokers).
None of the Company, SGI or any of their subsidiaries, the Solicitation Agents, the Tabulation Agent, the Information Agent or The Bank of Nova Scotia Trust Company of
, as trustee under the Indenture, make any recommendations as to whether or not holders of the Notes should deliver consents pursuant to the Consent Solicitation, and no one has been authorized by any of them to make such recommendations.
This press release does not constitute a solicitation of consents of holders of the Notes and shall not be deemed a solicitation of consents with respect to any other securities of the Company. The Consent Solicitation will be made solely by the Consent Solicitation Statement and the accompanying consent form.