IGT Sells PlayDigital for $1 Billion

TL;DR

IGT selling PlayDigital for $1B, focusing on core biz.

AI Summary

International Game Technology PLC (IGT) announced on May 28, 2024, that it has entered into a definitive agreement to sell its PlayDigital business to International Game Technology PLC for $1.0 billion. The transaction is expected to close in the first quarter of 2025.

Why It Matters

This significant divestiture allows IGT to focus on its core lottery and gaming machine businesses, potentially unlocking value and streamlining operations.

Risk Assessment

Risk Level: medium — The sale price and closing timeline are subject to market conditions and regulatory approvals, introducing potential risks.

Key Numbers

• $1.0B — PlayDigital Sale Price (Represents the total consideration for the divestiture.)

Key Players & Entities

• International Game Technology PLC (company) — Seller and Buyer
• PlayDigital (company) — Business unit being sold
• $1.0 billion (dollar_amount) — Sale price of PlayDigital
• February 28, 2024 (date) — Previous disclosure date
• first quarter of 2025 (date) — Expected closing date

FAQ

Filing Documents

• projectvoyager-6xkcleara.htm (6-K) — 16KB
• projectvoyager-6xkcleara001.jpg (GRAPHIC) — 86KB
• projectvoyager-6xkcleara002.jpg (GRAPHIC) — 278KB
• projectvoyager-6xkcleara003.jpg (GRAPHIC) — 344KB
• projectvoyager-6xkcleara004.jpg (GRAPHIC) — 136KB
• projectvoyager-6xkcleara005.jpg (GRAPHIC) — 42KB
• 0001619762-24-000073.txt ( ) — 1237KB

From the Filing

projectvoyager-6xkcleara UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number 001-36906 INTERNATIONAL GAME TECHNOLOGY PLC (Translation of registrant's name into English) 10 Finsbury Square, Third Floor London, EC2A 1AF United Kingdom (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40- F: Form 20-F Form 40-F 4896-1931-0528v.5 2 OTHER EVENTS As previously disclosed, on February 28, 2024, International Game Technology PLC (NYSE: IGT), a public limited company incorporated under the laws of England and Wales ("IGT"), entered into a Separation and Distribution Agreement (the "Separation Agreement") with Ignite Rotate LLC, a Delaware limited liability company and a direct wholly owned subsidiary of IGT ("Spinco"), International Game Technology, a Nevada corporation and a direct wholly owned subsidiary of IGT, and Everi Holdings Inc., a Delaware corporation ("Everi"), and an Agreement and Plan of Merger (the "Merger Agreement") with Spinco, Everi, and Ember Sub LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Everi ("Merger Sub"), pursuant to which IGT's Global Gaming and PlayDigital businesses (the "IGT Gaming & Digital Business") will be separated from IGT by way of a taxable spin- off to IGT's shareholders (the "Separation") and then immediately combined with a subsidiary of Everi, Merger Sub, in a merger (the "Merger"). The consummation of the Merger is conditioned upon, among other matters, the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"). The applicable waiting period under the HSR Act expired at 11:59 p.m., Eastern time, on May 23, 2024. The Separation and the Merger remain subject to other conditions and regulatory approvals described in the Separation Agreement and the Merger Agreement, respectively. Additional Information and Where to Find It In connection with the proposed transaction among Everi, IGT, Spinco, and Merger Sub (the "Proposed Transaction"), Everi, IGT and Spinco will file relevant materials with the Securities and Exchange Commission (the "SEC"). Everi will file a registration statement on Form S-4 that will include a joint proxy statement/prospectus relating to the Proposed Transaction, which will constitute a proxy statement and prospectus of Everi and a proxy statement of IGT. A definitive proxy statement/prospectus will be mailed to stockholders of Everi and a definitive proxy statement will be mailed to shareholders of IGT. INVESTORS AND SECURITY HOLDERS OF EVERI ARE URGED TO READ THE REGISTRATION STATEMENT, THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC, AND INVESTORS AND SECURITY HOLDERS OF IGT ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT EVERI, IGT AND SPINCO, AND THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain free copies of the registration statement and the joint proxy statement/prospectus (when available) and other documents filed with the SEC by Everi or IGT through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by Everi will be available free of charge on Everi's website at www.everi.com or by contacting Everi's Investor Relations Department at Everi Holdings Inc., Investor Relations, 7250 S. Tenaya Way, Suite 100, Las Vegas, NV 89113. Copies of the documents filed with the SEC by IGT will be available free of charge on IGT's website at www.igt.com or by contacting IGT's Investor Relations Department at International Game Technology PLC, c/o IGT Global Solutions Corporation, IGT Center, 10 Memorial Boulevard, Providence, RI 02903-1160, Attention: Investor Relations. No Offer or Solicitation This Form 6-K is for informational purposes only and not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell, any securities of Everi, IGT, Spinco or Merger Sub, or the solicitation of any vote or approval in any jurisdiction pursuant to or in connection with the Proposed Transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the "Securities Act"), and otherwise in accordance with

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View this 6-K filing on SEC EDGAR