Intralot Finance Luxembourg S.A. announces the expiration of the tender offer
September 21, 2016– Intralot Finance Luxembourg S.A. (the “Offeror”) announces the expiration of its previously announced offer to purchase for cash (the “Tender Offer”) any and all of the outstanding notes of its €325,000,000 9.750% senior notes due 2018 (the “Notes”) from holders of the Notes (the “Holders”). The Tender Offer expired at 5:00 p.m., New York City time, on September 20, 2016 (the “Expiration Deadline”).
The terms and conditions of the Tender Offer are set out in the offer to purchase dated September 14, 2016 (the “Offer to Purchase”) and the related Notice of Guaranteed Delivery prepared in connection with the Tender Offer.
Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the Offer to Purchase.
According to information provided by Lucid Issuer Services Limited, the Tender Agent for the Tender Offer, €56,159,000 aggregate principal amount of the Notes were validly tendered at or prior to the Expiration Deadline and not validly withdrawn. There are no outstanding Notes that remain subject to the guaranteed delivery procedures described in the Offer to Purchase.
The following table sets forth the results of the Tender Offer.
Description of the Notes
Common code/ISIN for Regulation S Notes
Common code/ISIN for Rule 144A Notes
Outstanding Principal Amount
Principal Amount Tendered
€325,000,000 9.750% Senior Notes due 2018
094717663 / XS0947176631
094717736 / XS0947177365
€1,051.55 per €1,000 in principal amount
The Offeror will accept for purchase all Notes validly tendered and not validly withdrawn prior to the Expiration Deadline, resulting in an aggregate principal amount purchased of €56,159,000. The conditions to the Tender Offer have been satisfied; therefore, the Offeror expects the payment for the purchased Notes, including Notes delivered in accordance with guaranteed delivery procedures, to be made on September 23, 2016 (the “Settlement Date”).
In addition, Holders whose Notes are purchased pursuant to the Tender Offer will also receive a cash payment representing the accrued and unpaid interest on their purchased Notes from the last applicable interest payment date for such Notes to, but excluding the Settlement Date.
The Dealer Managers are:J.P. Morgan Securities plc, 25 Bank Street, Canary Wharf,London E14 5JP, United Kingdom, Attention: Liability Management, Telephone: +44 207 134 3438 E-mail: firstname.lastname@example.org; and Société Générale, 10 Bishops Square, London E1 6EG, United Kingdom, Attention: Liability Management, Telephone: +44 20 7676 7579, E-mail: email@example.com.
The Tender Agent is: Lucid Issuer Services Limited, Tankerton Works, 12 Argyle Walk, London WC1H 8HA, Telephone: +44 20 7704 0880, Email: firstname.lastname@example.org, Attn: Thomas Choquet/Arlind Bytyqi
Copies of the Offer to Purchase are available at the following web address: http://library.lucid-is.com/intralot.
This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any securities. This announcement must be read in conjunction with the Offer to Purchase. The Offer to Purchase contains important information which should be read carefully before any decision is made with respect to the Tender Offer. If any holder is in any doubt as to the contents of this announcement, or the Offer to Purchase, or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser.
Neither this announcement nor theOffer to Purchase constitutes an invitation to participate in the Tender Offer in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws. The distribution of this announcement and the Offer to Purchase in certain jurisdictions may be restricted by law. Persons into whose possession this announcement or the Offer to Purchase come are required by each of the Offeror, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.