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07/22/2008

Shuffle Master, Inc. Prices Public Offering of Common Stock



Shuffle Master, Inc. today announced that it has priced the public offering of 17,647,059 shares of its common stock at $4.25 per share (the “Offering”). In addition, Shuffle Master has granted the underwriters an over-allotment option to purchase an additional 2,647,058 shares of common stock. Net proceeds of the Offering are expected to be approximately $70.1 million ($80.8 million if the underwriters exercise their over-allotment option). Shuffle Master intends to use the net proceeds from the Offering, in conjunction with the borrowings under a new term loan facility (announced in a prior press release on July 14, 2008), borrowing under its revolving credit facility and cash on hand, to repurchase the Company’s 1.25% Contingent Convertible Senior Notes in a tender offer (announced in a prior press release on July 14, 2008). Shuffle Master expects the offering to close on July 25, 2008.

Deutsche Bank Securities Inc., Wachovia Securities, KeyBanc Capital Markets and Brean Murray, Carret & Co. are serving as the underwriters for the Offering.

A registration statement relating to these securities was declared effective by the Securities and Exchange Commission. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under securities laws of any such state or jurisdiction. The offering of these securities will be made only by means of a final prospectus, which may be obtained by contacting Deutsche Bank Securities Inc. by mail, Attn: Prospectus Department, 100 Plaza One, Jersey City, NJ 07311, by telephone at (800) 503-4611 or by email: prospectusrequest@list.db.com.

 

This release contains forward-looking statements that are based on management’s current beliefs and expectations about future events, as well as on assumptions made by and information available to management. The Company considers such statements to be made under the safe harbor created by the federal securities laws to which it is subject, and assumes no obligation to update or supplement such statements. Forward-looking statements reflect and are subject to risks and uncertainties that could cause actual results to differ materially from expectations. Factors that could cause actual results to differ materially from expectations include, but are not limited to, the following: changes in the level of consumer or commercial acceptance of the Company’s existing products and new products as introduced; advances by competitors; acceleration and/or deceleration of various product development, promotion and distribution schedules; product performance issues; higher than expected manufacturing, service, selling, administrative, product development, promotion and/or distribution costs; changes in the Company’s business systems or in technologies affecting the Company’s products or operations; reliance on strategic relationships with distributors and technology and manufacturing vendors; current and/or future litigation or claims; tax matters, including changes in tax legislation or assessments by taxing authorities; acquisitions or divestitures by the Company or its competitors of various product lines or businesses and, in particular, integration of businesses that the Company may acquire; changes to the Company’s intellectual property portfolio, such as the issuance of new patents, new intellectual property licenses, loss of licenses, claims of infringement or invalidity of patents; regulatory and jurisdictional issues (e.g., technical requirements and changes, delays in obtaining necessary approvals, or changes in a jurisdiction’s regulatory scheme or approach, etc.) involving the Company and its products specifically or the gaming industry in general; general and casino industry economic conditions; the financial health of the Company’s casino and distributor customers, suppliers and distributors, both nationally and internationally; the Company’s ability to meet its debt service obligations, including the Notes, and to refinance its indebtedness, which will depend on its future performance and other conditions or events and will be subject to many factors that are beyond the Company’s control; and various risk related to the Company’s customers’ operations in countries outside the United States, including currency fluctuation risks, which could increase the volatility of the Company’s results from such operations. Additional information on these and other risk factors that could potentially affect the Company’s financial results may be found in documents filed by the Company with the Securities and Exchange Commission, including the Company’s current reports on Form 8-K, quarterly reports on Form 10-Q and annual report on Form 10-K.

Media Inquiries:
If you are a member of the media and have questions about Shuffle Master, Inc., please contact:

Kirsten Clark
(702) 897-7150
kclark@shufflemaster.com

Request a Press Kit:
info@shufflemaster.com