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Gaming and Leisure Properties Announces a Tender Offer for Up to $500,000,000 Outstanding 4.875% Senior Notes Due 2020

Vlad Poptamas

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Reading Time: 4 minutes

Gaming and Leisure Properties, Inc. (NASDAQ: GLPI) (“GLPI”), the first gaming-focused real estate investment trust in North America, announced today that its operating partnership, GLP Capital, L.P. (the “Operating Partnership”), and GLP Financing II, Inc., a wholly owned subsidiary of the Operating Partnership (together with the Operating Partnership, the “Issuers” and the Issuers collectively with GLPI, the “Company”), have commenced a cash tender offer (the “Offer”) to purchase up to $500,000,000 of the Issuers’ outstanding $1,000,000,000 aggregate principal amount of 4.875% Senior Notes due 2020 (CUSIP No. 361841 AD1) (the “Notes”), which Notes are fully and unconditionally guaranteed by GLPI.

The following table sets forth some of the terms of the Offer:

Title of
Security
CUSIP
Number
Principal
Amount
Outstanding
Tender Cap
(Principal
Amount)
Reference
U.S.
Treasury
Security
Bloomberg
Reference
Page(1)
Fixed
Spread
(basis
points)
Early
Tender
Premium
(per
$1,000)
4.875%
Senior Notes
due 2020
361841 AD1 $1,000,000,000 $500,000,000 1.625%
UST due
7/31/2020
FIT3 50 bps $30.00


(1) The applicable page on Bloomberg from which the Dealer Manager will quote the bid-side price of the reference U.S. Treasury Security. In the above table, “UST” denotes a U.S. Treasury Security.

The Offer is being made upon, and is subject to, the terms and conditions set forth in the Offer to Purchase, dated August 15, 2019 (the “Offer to Purchase”), and the related Letter of Transmittal. The Offer will expire at 11:59 p.m., New York City time, on September 12, 2019, unless extended or earlier terminated by the Company (the “Expiration Date”). Tenders of Notes may be withdrawn at any time at or prior to 5:00 p.m., New York City time, on August 28, 2019 (the “Early Tender Deadline”), but may not be withdrawn thereafter except in certain limited circumstances where additional withdrawal rights are required by law.

The total consideration (the “Total Consideration”) paid in the Offer for Notes that are validly tendered and not withdrawn at or prior to the Early Tender Deadline and accepted for purchase will be determined in the manner described in the Offer to Purchase by reference to a fixed spread over the yield to maturity of the Reference U.S. Treasury Security specified in the table above and in the Offer to Purchase and will include an early tender premium of $30.00 per $1,000 principal amount of the Notes accepted for purchase (the “Early Tender Premium”). Holders of Notes who validly tender their Notes following the Early Tender Deadline and on or prior to the Expiration Date will only receive the applicable “Tender Offer Consideration” per $1,000 principal amount of any such Notes tendered by such holders that are accepted for purchase, which is equal to the Total Consideration minus the Early Tender Premium. The Total Consideration will be determined at 10:00 a.m., New York City time, on August 29, 2019 unless extended by the Company (the “Tender Offer Price Determination Date”).

Tenders of Notes will be accepted only in principal amounts equal to $2,000 or integral multiples of $1,000 in excess thereof. Holders who tender less than all of their Notes must continue to hold Notes of such series in the minimum authorized denomination of $2,000 principal amount or an integral multiple of $1,000 in excess thereof.

Payments for Notes purchased will include accrued and unpaid interest from and including the most recent interest payment date for the Notes up to, but not including, the applicable settlement date. The settlement date for Notes that are validly tendered on or prior to the Early Tender Deadline (the “Early Settlement Date”) is expected to be August 30, 2019, subject to all conditions to the Offer having been either satisfied or waived by the Issuers. The settlement date for the Notes that are tendered following the Early Tender Deadline but on or prior to the Expiration Date is expected to be September 16, 2019 (the “Final Settlement Date”), subject to all conditions to the Offer having been either satisfied or waived by the Issuers, assuming Notes having an aggregate principal amount equal to the Tender Cap are not purchased on the Early Settlement Date.

Subject to the Tender Cap, all Notes validly tendered and not validly withdrawn on or before the Early Tender Deadline will be accepted before any Notes validly tendered after the Early Tender Deadline. Even if the Offer is not fully subscribed as of the Early Tender Deadline, subject to the Tender Cap, Notes validly tendered and not validly withdrawn on or before the Early Tender Deadline will be accepted for purchase in priority to Notes tendered after the Early Tender Deadline.

Notes may be subject to proration if the aggregate principal amount validly tendered and not validly withdrawn would cause the Tender Cap to be exceeded. Furthermore, if the Offer is fully subscribed as of the Early Tender Deadline, holders who validly tender Notes following the Early Tender Deadline will not have any of their Notes accepted for payment.

The Company’s obligation to consummate the Offer is subject to the satisfaction or waiver of certain conditions, which are more fully described in the Offer to Purchase, including, among others, the Issuers’ receipt of aggregate proceeds (before underwriter’s discounts and commissions and other offering expenses) of at least $500 million from an offering of new senior notes, on terms satisfactory to the Issuers. There can be no assurance such conditions will be satisfied.

Wells Fargo Securities, LLC is acting as dealer manager and solicitation agent for the tender offer and the consent solicitation. The tender agent and information agent for the tender offer is D.F. King & Co., Inc. Questions regarding the tender offer and consent solicitation may be directed to Wells Fargo Securities, LLC at (704) 410-4759 (collect) or (866) 309-6316 (U.S. toll-free). Holders who would like additional copies of the offer documents may call the information agent, D.F. King & Co., Inc. at (212) 269-5550 (collect, for banks or brokers) or (800) 283-3192 (toll-free, for all others) or by e-mail at glpi@dfking.com.

This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Notes. The tender offer is being made solely by means of the Offer to Purchase and the related Letter of Transmittal that the Company is distributing to holders of Notes.

Vlad Poptamas is a Junior Content Editor at European Gaming Media and at PICANTE Media and covers a large variety of industries among which the gaming industry. Vlad has a background and possesses skills that enable him to do creative content writing and editing.

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EGT Interactive is circling back to Budapest with a special participation at CEEGC

Zoltan Tundik

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EGT Interactive is thrilled to announce its consecutive appearance at the Central and Eastern European Gaming Conference and Awards (CEEGC). Georgi Dimitrov, Head of Legal & Compliance at the company, will be once again joining the discussions as one of the speakers at this special event. He will participate in the panel titled “Regulated Central and Eastern European jurisdictions” focusing on the evolution of clearly regulated markets. The targeted jurisdictions are Bulgaria, Romania, Czech Republic, Croatia and Slovenia.

Georgi Dimitrov has started his career in EGT Interactive as a legal counsel, with a focus on legal, regulatory and technical compliance matters related to the iGaming industry. He specializes in international gambling regulation and provides guidance on licensing and certification frameworks, policy drafting, and compliance processes. His line of work involves communication with focal stakeholders in the business such as testing labs, regulators and operators. He has background in company structuring, M&A, business and corporate development and extensive expertise in competition law. Recently he became Head of the “Legal and Compliance” department at EGT Interactive.

 

The event will take place on the 24th of September at Ritz-Carlton, Budapest, Hungary.

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Week 38 slot games releases

George Miller

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Week 38/2019 slot games releases
Reading Time: 3 minutes

 

Have a look at this week’s latest slot releases!

We begin with another release from Play’n Go, the fun-filled game Mission Cash. The game has its roots in the spy films and TV series of the ‘50s and ‘60s, taking inspiration from classics such as The James Bond Series and The Man from U.N.C.L.E, but also newer titles like Austin Powers and Kingsman: The Secret Service.

Play’n GO Are on a Mission with their Newest Release

 

Realistic Games has added a new 3-reel version of its popular title Fireworks to its ever-growing portfolio of games. Fun Size Fireworks retains the featurewhich has been a proven success with players of the 5-reel version, with a bonus round that is reached when a player gets stacked symbols on each of the 3 reels. A reel will then be randomlyselected and a win of one or more win lines will be achievedoffering the player a maximum jackpot ofx250 their starting stake.

Realistic - Fun Size Fireworks

 

Yggdrasil is under starter’s orders to release its latest slot, Racing Lovers, with players invited to saddle up for their biggest thrill ride yet as they chase the championship trophy for huge rewards. Ladies and gents, hold onto your hats as the starting gates open and the racing begins in this new immersive slot set in the fastest course of them all.

Yggdrasil’s latest slot Racing Lovers

 

Microgaming has launched its latest online slot Tweethearts, developed exclusively by Just For The Win. Set in a colourful paradise, nesting love birds bring their feathered mystique to this exciting five-reel, 17-payline slot. Players entering the beautiful jungle of paired-up parrots will find the Double Lucky Line, present throughout the game, perched on the middle row across all five reels. When double symbols land on the Double Lucky Line, they are counted as two symbols for any winning combinations or free spin symbols.

Microgaming - Tweethearts

 

Stick ‘Em, a 5×4 video-slot follows Canny the Can on an adventure which includes features such as sticky win spins, free spins with high paying symbols and an exciting bonus wheel with three levels of progression! Marcus Codes, COO at Hacksaw Gaming commented:“We’re delighted to release our very first slot today after being exclusive with Leo Vegas for the past 2 weeks. We have seen fantastic numbers and feel Stick Em will be a great hit within the industry. There is more to come from Hacksaw, this is just the beginning.”

Stick'em - Hacksaw Gaming's Very First Slot Release!

 

Pariplay Ltd., a gaming technology company serving iGaming operators, land-based casinos and lotteries, has announced the Swedish release of its Viking Glory online slot via an exclusive partnership with Svenska Spel Sport & Casino.

Pariplay Partners with Svenska Spel Sport & Casino for Swedish Release of ‘Viking Glory’ Slot

 

Kindred Group has partnered with Play’n GO in an exclusive release of Troll Hunters 2, the sequel to the record-breaking first chapter of the Troll Hunters saga. “Kindred has recently invested heavily in the quality of their exclusive games. We believe that product quality is ultimately what customers will recognize and value. This is what will set us apart from the competition and lead the way forward in casino,” Ale Rallo, Games Development Manager of Kindred Group said.

Troll Hunters 2 Launches on Kindred Platforms

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Gambling in the USA

Sports Betting Bill of Michigan Moves Forward

Niji Narayan

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Sports Betting Bill of Michigan Moves Forward
Reading Time: 1 minute

 

A sports betting bill would allow organised sports betting in Michigan casinos and online was passed out of a state house committee. State Representative Brandt Iden of Kalamazoo is sponsoring the legislation.

“Because this is already going on in the market place so we can protect those people who want to play and want to play legally, and we can, you know, make the state a little bit of money, which I think is also a positive,” Iden said.

Iden hopes the bill continues to make its way through the legislature and onto Governor Gretchen Whitmer’s desk before Superbowl season.

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