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- BALLY TECHNOLOGIES, INC. TO ACQUIRE SHFL ENTERTAINMENT, INC.
- Government of Republic Ireland approves legislation for 40 small Casinos
- WORLD MATCH PRESENTS MYTHOS HD, THE SLOT OF THE ANCEINT GREEK GODS!
- Bally Technologies to Report its Fiscal 2013 Results on Thursday, August 15 and Host Conference Call and Webcast
| BALLY TECHNOLOGIES, INC. TO ACQUIRE SHFL ENTERTAINMENT, INC. Posted: 16 Jul 2013 04:52 PM PDT
LAS VEGAS, July 16, 2013 — Bally Technologies, Inc. (NYSE: BYI) ("Bally" or the "Company"), a leader in slots, video machines, casino management, interactive applications and networked and server-based systems for the global gaming industry today announced that it has entered into a definitive agreement to acquire SHFL entertainment, Inc. (NASDAQ Global Select Market: SHFL) ("SHFL") at a per share price of $23.25 in cash for total consideration of approximately $1.3 billion. This consideration represents a premium of 24 percent to the closing price of SHFL common stock on July 15, 2013. The transaction, which was unanimously approved by both the Bally and SHFL Boards of Directors, combines two best-in-class, highly complementary and customer-centric gaming technology companies with a shared commitment to innovation to create a company offering the gaming industry's most diversified suite of products.  Ramesh Srinivasan, Bally's President and Chief Executive Officer "Both Bally and SHFL have long histories of proven innovation, excellent customer service and successfully anticipating and adapting to changes within our industry, which makes bringing our two companies together a great strategic fit," said Ramesh Srinivasan, Bally's President and Chief Executive Officer. "The transformational acquisition of SHFL – which joins two high-caliber, talented and creative teams – will further enhance our ability to deliver future growth and serve our customers. SHFL's intellectual property, renowned brands and industry-leading suite of diverse, high-performance products will enable us to offer an unparalleled offering of gaming products and services, which – when combined with our content, technology, operational capabilities and respective geographic footprints – will provide the most comprehensive product portfolio offered around the world." The acquisition of SHFL will complement the Company's existing product portfolio while providing new access to the global land-based and online table games market and the growing e-Tables market, as well as enhancing its presence in key international markets, creating a leading end-to-end gaming technology company. Specifically, the combination will:
 Gavin Isaacs, SHFL's Chief Executive Officer “We believe that now is the right time to join forces with Bally as there is a unique opportunity to combine each other’s many strengths, particularly our talented teams who have been the key drivers of success for each organization. It also represents an opportunity for our shareholders to receive a significant premium for their shares," said Gavin Isaacs, SHFL's Chief Executive Officer. "Like SHFL, Bally focuses on creating both entertaining player experiences through high-performing content and state-of-the-art technological solutions to increase productivity on the casino floor. United, we become a larger, stronger organization that we believe will best position the company for future growth. Equally important, we share a common vision to build the industry's leading supplier based on delivering superior products, solutions and services to customers around the world." Additional Transaction Details Bally will acquire all of the outstanding shares of SHFL for a per share price of $23.25 in cash, representing a total enterprise value of approximately $1.3 billion, including debt of $8 million and cash of $41 million as of April 30, 2013. Based on the respective trailing 12-month periods ended March 31, 2013 for Bally and April 30, 2013 for SHFL, the combined company generated approximately $1.3 billion in revenues, $644 million of which are recurring in nature, and Adjusted EBITDA of $415 million. In addition, once combined, the Company expects to achieve synergies of at least $30 million. The transaction is subject to approval by SHFL's shareholders, required regulatory and other approvals and customary closing conditions. The transaction is expected to close by the second quarter of calendar year 2014. The Company has obtained committed financing to complete the acquisition and the transaction is not subject to a financing contingency. Financial and Legal Advisory Goldman, Sachs & Co. and Groton Partners served as financial advisors and Gibson, Dunn & Crutcher LLP served as the legal advisor to Bally. Wells Fargo Bank, JPMorgan Chase Bank, N.A., Bank of America Merrill Lynch, Goldman Sachs Bank USA and Union Bank, N.A. provided the committed financing for the transaction. Macquarie Capital served as SHFL's exclusive financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel to SHFL. Fiscal 2014 Business Update
The Company initiates fiscal 2014 guidance for Diluted EPS of $3.70 to $4.05. This guidance does not reflect the impact from the acquisition of SHFL or any acquisition-related costs or savings. More detailed information regarding fiscal 2014 guidance will be provided on the Company's upcoming fourth quarter fiscal 2013 earnings call on August 15, 2013. The Company has provided this range of earnings guidance for fiscal 2014 to give investors general information on the overall direction of its business at this time. The guidance provided is subject to numerous uncertainties, including, among others, overall economic and capital-market conditions, the market for gaming devices and systems, changes in gaming legislation, the timing of new jurisdictions and casino openings, the timing and completion of new systems installations, competitive product introductions, complex revenue-recognition rules related to the Company's business and assumptions about the Company's new product introductions and regulatory approvals. The Company does not intend and undertakes no obligation to update its forward-looking statements, including forecasts, potential opportunities for growth in new and existing markets and future prospects for proposed new products. Accordingly, the Company does not intend to update guidance during the quarter. Additional information about the factors that could potentially affect the Company's financial results included in today's press release can be found in the Company's Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Conference Call and Webcast The Company is hosting a conference call and webcast today at 8:30 a.m. EDT (5:30 a.m. PDT). The conference call dial-in number is 1-866-843-0890 or 1-412-317-9250 (International); passcode 1154979. The webcast can be accessed by visiting BallyTech.com and selecting "Investor Relations." Interested parties should initiate the call and webcast process at least five minutes prior to the beginning of the presentation. A presentation that will be discussed on the call will be available in the Investor Relations section on the Bally Technologies website prior to the conference call. For those who miss this event, an archived version will be available at BallyTech.com until August 16, 2013. Non-GAAP Financial Measures
Adjusted EBITDA is a supplemental non-GAAP financial measure used by the Company's management and by some industry analysts to evaluate the Company's ability to service debt, and is used by some investors and financial analysts in the gaming industry in measuring and comparing Bally's leverage, liquidity and operating performance to other gaming companies. Adjusted EBITDA should not be considered an alternative to operating income or net cash from operations as determined in accordance with GAAP. Not all companies calculate Adjusted EBITDA the same way, and the Company's presentation may be different from those presented by other companies.
About Bally Technologies, Inc. With a history dating back to 1932, Las Vegas-based Bally Technologies designs, manufactures, operates, and distributes advanced technology-based gaming devices and systems worldwide, as well as interactive and mobile solutions. Bally's product line includes reel-spinning slot machines, video slot machines, wide-area progressives, and Class II, lottery, and central determination games and platforms. Bally also offers an array of casino management, slot accounting, bonusing, cashless, and table-management solutions. Additional Company information, including the Company's investor presentation, can be found at BallyTech.com. Connect with Bally on Facebook, Twitter, YouTube, LinkedIn and Pinterest. Forward-Looking Statements This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements describe future expectations, plans, results or strategies and can often be identified by the use of terminology such as "may," "will," "estimate," "intend," "continue," "believe," "expect," "anticipate," "estimate," "should," "potential," "opportunity," or similar terminology. These statements are based upon management's current expectations, beliefs, assumptions and estimates and are not guarantees of future results or performance. Similarly, statements herein that describe the proposed transaction, including its financial impact, and other statements of management's expectations, beliefs, assumptions, estimates and goals regarding the proposed transaction are forward-looking statements. It is uncertain whether any of the events or results anticipated by the forward-looking statements (including consummation of the proposed transaction) will transpire or occur, or if any of them do, what impact they will have on the results of operations and financial condition of the combined companies or the price of Bally or SHFL stock. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements, including but not limited to: (i) the ability of the parties to consummate the proposed transaction and the satisfaction of the conditions precedent to consummation of the proposed transaction; (ii) the ability to secure regulatory approvals at all or in a timely manner; (iii) the ability of Bally to successfully integrate SHFL's operations, product lines and technology; (iv) the ability of Bally to implement its plans, forecasts and other expectations with respect to SHFL's business after the completion of the transaction and realize additional opportunities for growth and innovation; and (v) the other risks, uncertainties and important factors contained and identified (including under the heading "Risk Factors") in Bally's and SHFL's filings with the Securities and Exchange Commission, such as their respective Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K, any of which could cause actual results to differ materially from the forward-looking statements contained herein. Forward-looking statements reflect Bally's and SHFL's managements' analysis as of the date of this release. Bally and SHFL do not undertake to revise these statements to reflect subsequent developments, except as required under the federal securities laws. Readers are cautioned not to place undue reliance on any of these forward-looking statements.
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| Government of Republic Ireland approves legislation for 40 small Casinos Posted: 16 Jul 2013 04:46 PM PDT
Ireland's General Scheme of the Gambling Control Bill 2013 has been approved by the government and moves to Parliament to become law. The legislative measure would permit up to 40 small casinos in the Republic, ban FOBTs and establish a state agency to regulate the sector. The proposed new law was introduced by Justice Minister Alan Shatter on Monday, aiming to update and modernise the country's gambling laws. It would repeal and replace all existing arrangements for the regulation of all gambling, betting, bingo and lotteries, except the National Lottery, and will extend licensing to online gaming. Ireland"This legislation has the twin objective of effectively regulating the new and dynamic sector that has emerged in recent years, while also providing the opportunity to introduce new measures to protect vulnerable adults and young people," explained Shatter, "I expect the gambling sector to commit itself in a meaningful way." Under the bill, a maximum of 40 small casinos will be allowed with no more than 25 slot machines and between 3-15 gaming tables at each. All land-based and interactive gambling operators in the country will need to hold a license and a Social Gambling fund will be established for operators to pay towards gambling addiction centres. Restrictions imposed within the bill means the planned €460m casino, sports and leisure complex in Co Tipperary, which had received planning permission, will not be able to go ahead. Local businessman Richard Quirke and his investors claimed the facility would inject tourism into the area, put Ireland on the international gaming map and provide 2,000 full-time jobs when complete. "This is a missed opportunity to modernise our gaming law in line with European norms," suggested the Tipperary North TD, "The Minister's proposed legislative reform will fail to maximise the potential for the gaming sector and the benefit to the economy as a whole." But members of the gaming community suggest this type of bill is needed to modernise the anachronous gambling laws that exist in Ireland. Shatter added that it would be legal certainty to the largely unregulated sector, inferring that "this bill will give Ireland a well regulated gambling system that will be recognised as such internationally. "I think the bill will take gambling out of the dark ages [in Ireland] and it will move us forward," added David Hickon, Gaming & Leisure Association of Ireland Director, "Ireland will be able to hold its head up and rank equally with other countries around Europe and North America."
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| WORLD MATCH PRESENTS MYTHOS HD, THE SLOT OF THE ANCEINT GREEK GODS! Posted: 16 Jul 2013 04:43 PM PDT
Hermes has just delivered his message to the Gods of the Olympus: the humans betrayed their trust so the wrath of Zeus will be relentless! Will the player be so brave to fight the powerful Poseidon and Ares the bloodthirsty? If so, huge prizes he'll win huge prizes…only if he survives the fight, of course!
The Free spins won are played with the same bet level and the same number of lines set for the spin that triggered the Free Spin Game. Mythos HD comes in several versions with different payout levels in order to satisfy all kind of players and the operators’ strategic objectives. The innovative Controls Toolbar makes it the user-friendliest slot, while the Autoplay, Fast Play, Spin Stop features speed up the game and make the game experience even more involving and exciting. Mythos HD allows the player to share the best moments of the game thanks to the connection with the most popular Social Networks (Facebook, Google+, Twitter and LinkedIn).
Watch the game's demo: www.worldmatch.eu/MythosHD
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| Posted: 16 Jul 2013 04:39 PM PDT
The conference-call dial-in numbers are 866-524-3160 or 412-317-6760 (International). The webcast can be accessed by visiting www.BallyTech.com and selecting "Investor Relations." Interested parties should initiate the call and webcast process at least five minutes prior to the beginning of the presentation. For those who miss this event, an archived version will be available at BallyTech.com until September 13, 2013. About Bally Technologies, Inc. With a history dating back to 1932, Las Vegas-based Bally Technologies designs, manufactures, operates, and distributes advanced technology-based gaming devices and systems worldwide, as well as interactive and mobile solutions. Bally's product line includes reel-spinning slot machines, video slot machines, wide-area progressives, and Class II, lottery, and central determination games and platforms. Bally also offers an array of casino management, slot accounting, bonusing, cashless, and table-management solutions. Additional Company information, including the Company's investor presentation, can be found at BallyTech.com. Connect with Bally on Facebook, Twitter, YouTube, LinkedIn, and Pinterest.
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