SCIENTIFIC GAMES CORPORATION (NASDAQ:SGMS) Files An 8-K Entry into a Material Definitive AgreementItem 7.01.Entry into a Material Definitive Agreement.
Amended and Restated Credit Agreement
On August 14, 2017, Scientific Games Corporation (the “Company”) entered into Amendment No. 3 to the Credit Agreement, dated as of October 18, 2013 (as amended, supplemented, amended and restated or otherwise modified from time to time, including without limitation, by that certain Amendment No. 1, dated as of October 1, 2014, and that certain Amendment No. 2, dated as of February 14, 2017, the “Credit Agreement”), by and among the Company, Scientific Games International, Inc. (“SGI”), a wholly owned subsidiary of the Company, the several banks and other financial institutions or entities from time to time party thereto and Bank of America, N.A., as administrative agent and collateral agent (such amendment, “Amendment No. 3”).
Amendment No. 3 (i) creates a new tranche of $3,283 million term loans under the Credit Agreement (the “New Term Loans”) due August 14, 2024 (subject to an accelerated maturity under certain circumstances), (ii) reduces the applicable margin for the term loans to 3.25% per annum for eurodollar (LIBOR) loans and 2.25% per annum for base rate loans and (iii) modifies certain other covenants as set forth in Amendment No. 3.
A portion of the proceeds of the New Term Loans was used to prepay some of the existing term loans, and the remaining term loans were converted into New Term Loans.
The foregoing description of Amendment No. 3 does not purport to be complete and is qualified in its entirety by the full text of this agreement, a copy of which is attached hereto as Exhibit 10.1, which is incorporated herein by reference.
Item 7.01.Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 7.01 of this Current Report on Form 8-K is incorporated by reference into this Item 7.01.
Item 7.01.RegulationFD disclosure.
On August 14, 2017, the Company issued a press release announcing the entry into Amendment No. 3. A copy of the press release announcing the closing is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained under Item 7.01 in this Report, including Exhibit 99.1, is being furnished and, as a result, such information shall not be deemed "filed" for purposes of Section18 of the Exchange Act, as amended (the “Exchange Act”), or subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
This Report, including Exhibit 99.1, contains "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These statements are based upon management's current expectations, assumptions and estimates and are not guarantees of timing, future results or performance. These forward-looking statements involve certain risks, uncertainties and other factors that could cause actual results to differ materially from those contemplated in forward-looking statements, as discussed further in the press release attached hereto as Exhibit 99.1.
Item 7.01.Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
| 10.1 | Amendment No. 3, dated as of August 14, 2017, among Scientific Games International, Inc., as the borrower, Scientific Games Corporation, the several banks and other financial institutions or entities from time to time party thereto and Bank of America, N.A., as administrative agent, collateral agent, issuing lender and swingline lender, which amended and restated the Credit Agreement, dated as of October 18, 2013 (as amended, supplemented, amended and restated or otherwise modified from time to time, including without limitation, by that certain Amendment No. 1, dated as of October 1, 2014, and that certain Amendment No. 2, dated as of February 14, 2014). |
| 99.1 | Press Release of Scientific Games Corporation, dated August 14, 2017. |
SCIENTIFIC GAMES CORP ExhibitEX-10.1 2 v473104_ex10-1.htm EXHIBIT 10.1 EXHIBIT 10.1 EXECUTION VERSION AMENDMENT NO. 3 AMENDMENT NO. 3,…To view the full exhibit click here
About SCIENTIFIC GAMES CORPORATION (NASDAQ:SGMS)
Scientific Games Corporation is a developer of technology-based products and services, and associated content for the gaming, lottery and interactive gaming industries. The Company operates through three segments: Gaming, Lottery and Interactive. The Company’s portfolio includes gaming machines and game content, casino management systems, table game products and services, instant and draw-based lottery games, server-based gaming and lottery systems, sports betting technology, lottery content and services, loyalty and rewards programs, interactive gaming and social casino solutions. Its Gaming segment’s activities include supplying gaming machines, video lottery terminals (VLTs), conversion kits, automatic card shufflers. Its Lottery segment’s activities include designing, printing and selling instant lottery games. The Company’s Interactive business segment includes social (non-wagering) gaming and interactive real-money gaming (RMG).