International Game Technology Plc Announces Early Results of And Increases of Caps and New Early Settlement Date With Respect To Capped Tender Offer For Its 6.500% Senior Secured Notes Due 2025 And Its 3.500% Senior Secured Notes Due 2024

 International Game Technology PLC (NYSE: IGT) (“IGT“) today announced the results to date with respect to its capped offer to purchase for cash (the “Tender Offer“) its outstanding US$1,100,000,000 6.500% Senior Secured Notes due 2025 (the “Dollar Notes“) and its outstanding €500,000,000 3.500% Senior Secured Notes due 2024 (the “Euro Notes,” and together with the Dollar Notes, the “Notes“).

The Tender Offer is being made upon the terms and conditions set forth in the Offer to Purchase dated September 2, 2022 (the “Offer to Purchase“) other than Early Settlement Date (as defined in the Offer to Purchase) which is being changed from September 20, 2022 to September 21, 2022 (the “New Early Settlement Date“).

IGT has exercised its discretion to increase the Maximum Acceptance Amount (as defined in the Offer to Purchase) to US$600,279,934 (using the Exchange Rate at or around the Early Tender Time as reported on the Bloomberg screen page “FXIP” of €1.0000 per US$1.0016) and the Dollar Offer Sub Cap (as defined in the Offer to Purchase) to US$400,001,000. As of 5:00 PM (New York City time) on September 16, 2022 (the “Early Tender Time“), IGT has accepted for purchase (a) $400,001,000 principal amount of Dollar Notes validly tendered and not validly withdrawn, with such Dollar Notes subject to proration with an Early Dollar Proration Factor (as defined in the Offer to Purchase) of 67.70370372% and adjustment as contemplated by the Offer to Purchase and (b) €199,959,000 principal amount of Euro Notes validly tendered and not validly withdrawn, with such Euro Notes subject to proration with an Early Euro Proration Factor (as defined in the Offer to Purchase) of 75.249999% and adjustment as contemplated by the Offer to Purchase.

The following table sets forth the increased Maximum Acceptance Amount, the increased Dollar Offer Sub Cap, the principal amount of the Dollar Notes accepted for purchase, the Early Dollar Proration Factor, the principal amount of the Euro Notes accepted for purchase and the Early Euro Proration Factor:

Dollar Notes validly tendered and not validly withdrawn and not accepted for purchase will be credited on the New Early Settlement Date to the account of the registered holder of such Notes with DTC and otherwise returned in accordance with the Offer to Purchase.  Euro Notes validly tendered and not validly withdrawn and not accepted for purchase will be credited on the New Early Settlement Date to the account of the registered holder of such Notes with Euroclear or Clearstream (as applicable) and otherwise returned in accordance with the Offer to Purchase.

Because the aggregate principal amount of Notes validly tendered and not validly withdrawn as of the Early Tender Time exceeded the increased Maximum Acceptance Amount, holders of Notes who tender Notes after the Early Tender Time will not have any of their Notes accepted for purchase.

Each holder of Dollar Notes who validly tendered and did not validly withdraw its Dollar Notes in the Tender Offer prior to the Early Tender Time will receive $1,015.00 for each $1,000.00 principal amount of Dollar Notes accepted for purchase, which includes an early tender payment of $30.00 per $1,000.00 principal amount of Dollar Notes accepted for purchase, and accrued and unpaid interest on such Dollar Notes, rounded to the nearest $0.01 per $1,000.00 principal amount of Dollar Notes from the last interest payment date up to, but not including, the New Early Settlement Date.

Each holder of Euro Notes who validly tendered and did not validly withdraw its Euro Notes in the Tender Offer prior to the Early Tender Time will receive €1,006.25 for each €1,000.00 principal amount of Euro Notes accepted for purchase, which includes an early tender payment of €30.00 per €1,000.00 principal amount of Euro Notes accepted for purchase, and accrued and unpaid interest on such Euro Notes, rounded to the nearest €0.01 per €1,000.00 principal amount of Euro Notes from the last interest payment date up to, but not including, the New Early Settlement Date.

The Tender Offer will expire at 11:59 P.M. (New York City time) on September 30, 2022 (unless the Tender Offer is extended or terminated) (such time and date, as the same may be extended, the “Expiration Time“).

IGT has retained D.F. King & Co. to act as Tender and Information Agent for the Tender Offer. Questions regarding procedures for tendering Notes may be directed to D.F. King & Co.