REG - Playtech PLC - Playtech closes Euro300 million bond offering

PlaytechAnnouncement

28/06/2023 13:00

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RNS Number : 2695E  Playtech PLC  28 June 2023

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR RELEASE.
PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN
ANY JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL.

 

THE SECURITIES REFERRED TO IN THIS ANNOUNCEMENT HAVE NOT BEEN AND WILL NOT BE
REGISTERED UNDER THE US SECURITIES ACT 1933, AS AMENDED (THE "SECURITIES
ACT"), AND MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR
THE ACCOUNT OR BENEFIT OF, U.S. PERSONS EXCEPT IN CERTAIN TRANSACTIONS EXEMPT
FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. TERMS USED IN THIS
PARAGRAPH HAVE THE MEANINGS GIVEN TO THEM BY REGULATION S UNDER THE SECURITIES
ACT.

 

This announcement is not an offer of securities for sale in any jurisdiction.
Investors should not subscribe for or purchase any securities referred to in
this announcement except on the basis of information in the final offering
circular dated 26 June 2023 (the "Offering Circular") in connection with the
proposed admission of the securities referred to herein to trading on the
Global Exchange Market of Euronext Dublin.

 

Playtech plc

("Playtech")

 

Playtech successfully closes €300 million bond offering

 

28 June 2023

 

Further to the announcement on the 21 June 2023 (the "Pricing Announcement")
that Playtech (LSE: PTEC) successfully priced €300 million 5.875 per cent.
senior secured notes due 2028 (the "New Notes"), Playtech today announces that
it has successfully closed the issue of the New Notes at the price confirmed
in the Pricing Announcement. The Offering Circular in respect of the New Notes
is available for viewing online here:

 

https://ise-prodnr-eu-west-1-data-integration.s3-eu-west-1.amazonaws.com/202306/6124edc1-92c3-4f01-9037-6f4bb66850e6.pdf
(https://ise-prodnr-eu-west-1-data-integration.s3-eu-west-1.amazonaws.com/202306/6124edc1-92c3-4f01-9037-6f4bb66850e6.pdf)

For further information please contact:

Playtech
plc
+44 (0) 20 3805 4822

Sandeep Gandhi, Head of Investor Relations

 

Headland (PR adviser to
Playtech)
+44 (0) 20 3805 4822

Lucy Legh, Jack
Gault

 

 

About Playtech

 

Founded in 1999 and premium listed on the Main Market of the London Stock
Exchange, Playtech is a technology leader in the gambling industry with over
7,000 employees across 20 countries.

 

Playtech is the gambling industry's leading technology company delivering
business intelligence driven gambling software, services, content and platform
technology across the industry's most popular product verticals, including,
casino, live casino, sports betting, virtual sports, bingo and poker. It is
the pioneer of omni-channel gambling technology through its integrated
platform technology, Playtech ONE. Playtech ONE delivers data driven marketing
expertise, single wallet functionality, CRM and responsible gambling solutions
across one single platform across product verticals and across retail and
online.

 

Playtech partners with and invests in the leading brands in regulated and
newly regulated markets to deliver its data driven gambling technology across
the retail and online value chain. Playtech provides its technology on a B2B
basis to the industry's leading retail and online operators, land-based casino
groups and government sponsored entities such as lotteries. Playtech directly
owns and operates Snaitech, the leading sports betting and gaming company in
online and retail in Italy.

 

 

- Ends -

 

 

Regulatory notice

 

This announcement does not constitute or form part of any offer or invitation
to sell or issue, or any solicitation of any offer to purchase or subscribe
for, any securities of Playtech or any related company nor shall it or any
part of it nor the fact of its distribution form the basis of, or be relied on
in connection with, any contractual commitment or investment decision in
relation thereto nor does it constitute a recommendation regarding any
securities.

 

Any decision to purchase the securities referred to in this announcement, if
any, should be made solely on the basis of information contained in an
offering circular to be published in relation to such securities. No reliance
may be placed for any purpose whatsoever on the information contained in this
announcement, or any other material discussed verbally, or on its
completeness, accuracy or fairness. This announcement does not constitute a
recommendation regarding any securities by Playtech.

 

This announcement has not been approved by the UK Financial Conduct Authority.
This announcement is only being distributed to and is only directed at persons
who meet the requirements of the following paragraph and who are (i) persons
outside the United Kingdom or (ii) investment professionals falling within
Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and
other persons to whom it may lawfully be communicated, falling within Article
49(2)(a) to (d) of the Order (all such persons together being referred to as
"relevant persons"). Any investment activity to which this communication may
relate is only available to, and any invitation, offer, or agreement to engage
in such investment activity will be engaged in only with, relevant persons.
Any person who is not a relevant person should not act or rely on this
announcement or any of its contents.

 

MIFID II PRODUCT GOVERNANCE/PROFESSIONAL INVESTORS AND ECPS ONLY TARGET
MARKET- The target market assessment in respect of the New Notes has led to
the conclusion that: (i) the target market of the New Notes is eligible
counterparties and professional clients only, each as defined in Directive
2014/65/EU (as amended, "MiFID II"); and (ii) all channels for the
distribution of the New Notes to  eligible counterparties and professional
clients are appropriate. Any person subsequently offering, selling or

recommending the New Notes (a "distributor") should take into consideration
the manufacturers' target market assessment; however, a distributor subject to
MiFID II is responsible for undertaking its own target market assessment in
respect of the New Notes (by either adopting or refining the manufacturers'
target market assessment) and determining appropriate distribution channels.

 

UK MIFIR PRODUCT GOVERNANCE/PROFESSIONAL INVESTORS AND ECPS ONLY TARGET
MARKET- The target market assessment in respect of the New Notes has led to
the conclusion that: (i) the target market of the New Notes is eligible
counterparties, as defined in the FCA Handbook Conduct of Business Sourcebook,
and professional clients only, as defined in Regulation (EU) No 600/2014 as it
forms part of UK domestic law by virtue of the European Union (Withdrawal) Act
2018 ("EUWA") ("UK MiFIR"); and (ii) all channels for the distribution of the
New Notes to eligible counterparties and professional clients are appropriate.
Any distributor should take into consideration the manufacturers' target
market assessment; however, a distributor subject to the FCA Handbook Product
Intervention and Product Governance Sourcebook responsible for undertaking its
own target market assessment in respect of the New Notes (by either adopting
or refining the manufacturers' target market assessment) and determining
appropriate distribution channels.

 

PROHIBITION OF SALES TO EEA RETAIL INVESTORS- The New Notes are not intended
to be offered, sold or otherwise made available to and should not be offered,
sold or otherwise made available to any retail investor in the European
Economic Area ("EEA"). For these purposes, a retail investor means a person
who is one (or more) of: (i) a retail client as defined in point (11) of
Article 4(1) MiFID II; or (ii) a customer within the meaning of Directive (EU)
2016/97 where that customer would not qualify as a professional client as
defined in point (10) of Article 4(1) of MiFID II. Consequently, no key
information document required by Regulation (EU) No 1286/2014 (as amended, the
"PRIIPs Regulation") for offering or selling the New Notes or otherwise making
them available to retail investors in the EEA has been prepared and therefore
offering or selling the New Notes or otherwise making them available to any
retail investor in the EEA may be unlawful under the PRIIPs Regulation.

 

PROHIBITION OF SALES TO UK RETAIL INVESTORS- The New Notes are not intended to
be offered, sold or otherwise made available to and should not be offered,
sold or otherwise made available to any retail investor in the UK. For these
purposes, a retail investor means a person who is one (or more) of: (i) a
retail client as defined in point (8) of Article 2 of Regulation (EU) No
2017/565 as it forms part of UK domestic law by virtue of the EUWA; or (ii) a
customer within the meaning of the provisions of the Financial Services and
Markets Act 2000 (the "FSMA") and any rules or regulations made under the FSMA
to implement Directive (EU) 2016/97, where that customer would not qualify as
a professional client, as defined in point (8) of Article 2(1) of Regulation
(EU) No 600/2014 as it forms part of UK domestic law by virtue of the EUWA.
Consequently, no key information document required by the PRIIPS Regulation as
it forms part of UK domestic law by virtue of the EUWA (the "UK PRIIPS
Regulation") for offering or selling the New Notes or otherwise making them
available to retail investors in the UK has been prepared and therefore
offering or selling the New Notes or otherwise making them available to any
retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

 

The recipients of this announcement should not engage in any behaviour in
relation to qualifying investments or related investments (as defined in the
Financial Services and Markets Act 2000 (FSMA) and the Code of Market Conduct
made pursuant to FSMA) which would or might amount to market abuse for the
purposes of FSMA nor any other activities which would or might amount to
market abuse or insider dealing for the purposes of any other applicable laws
or regulations.

 

Neither this announcement nor any copy of it may be taken or transmitted into,
or distributed, directly or indirectly in, the United States of America, its
territories or possessions. This announcement is not a public offer of
securities for sale in the United States. The securities referred to in this
announcement have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act") and may not be
offered or sold in the United States absent registration or an exemption from
registration under the Securities Act. Playtech does not intend to register
any portion of the proposed securities offering under the applicable
securities laws of the United States, or conduct a public offering of any
securities in the United States or to, or for the account or benefit of, U.S.
persons (as defined in Regulation S under the Securities Act). The
distribution of this announcement in other jurisdictions may also be
restricted by law, and persons into whose possession this announcement comes
should inform themselves about, and observe, any such restrictions.

 

The announcement is not for publication, release or distribution in any
jurisdiction where to do so would constitute a violation of the relevant laws
of such jurisdiction nor should it be taken or transmitted into such
jurisdiction. Failure to comply with this notice may result in violation of
securities law of the relevant jurisdiction.

 

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