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04/16/2009
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Shuffle Master, Inc. Announces Results of Put Option for 1.25% Contingent Convertible Senior Notes
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Shuffle Master, Inc. announced today the results of the previously announced put option, allowing holders of its outstanding 1.25% Senior Convertible Notes due 2024 (the “Notes”) to require Shuffle Master to purchase, on April 15, 2009, any and all of its Notes at a price equal to 100% of the aggregate principal amount of the Notes (the “Put Option”). As of 12:00 midnight, New York City time on April 15, 2009, the scheduled expiration date, $30,250,000 in aggregate principal amount of the Notes, representing approximately 99.97% of the aggregate principal amount of the outstanding Notes prior to the Put Option, had been validly tendered in the Put Option. All Notes validly tendered and not validly withdrawn in the Put Option have been accepted for payment by Shuffle Master. Shuffle Master made its regularly scheduled interest payment on April 15, 2009. Accordingly, there is no accrued and unpaid interest remaining through the date of purchase. The aggregate consideration for the accepted Notes of $30,250,000 will be delivered promptly to tendering holders by the paying agent. After giving effect to the purchase of the tendered Notes, $8,000 aggregate principal amount of the Notes remains outstanding. The Company has the right to redeem the remaining outstanding Notes beginning on April 21, 2009. Wells Fargo Bank, National Association acted as the paying agent for the tender offer. Questions regarding the tender offer may be directed to Wells Fargo Bank, National Association at (800) 344-5128.
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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.
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