Everi Launches Private Offering Of $400.0 Million Senior Unsecured Notes Due 2029

LAS VEGAS, June 28, 2021 /PRNewswire/ -- Everi Holdings Inc. (NYSE: EVRI) ("Everi" or the "Company"), a premier provider of land-based and digital casino gaming content and products, financial technology and player loyalty solutions, announced today it intends to offer, subject to market and other conditions, $400.0 million in aggregate principal amount of senior unsecured notes due 2029 (the "Notes") in a private offering. The Notes will be guaranteed on a senior unsecured basis by the Company and certain of the Company's direct and indirect domestic subsidiaries.

The Company intends to use the proceeds from the Notes to redeem in full its 7.50% Senior Unsecured Notes due 2025 and to pay related fees and expenses and, upon consummation of the credit facility refinancing described below, to repay a portion of the borrowings outstanding under its existing credit facilities.

Following the closing of the offering, the Company intends to enter into certain new credit facilities, the proceeds of which, together with cash on hand, are intended to be used to repay in full the remaining outstanding borrowings under its existing credit facilities (the "Credit Facility Refinancing"). The consummation of the offering of Notes is not conditioned upon the consummation of the Credit Facility Refinancing.

The Notes will be offered and sold only to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to non-U.S. persons in accordance with Regulation S under the Securities Act. The Notes and the guarantees thereof will not be registered under the Securities Act or state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer, solicitation; or sale in any jurisdiction in which, or to any person to whom, such an offer, solicitation or sale is unlawful. Any offers of the Notes will be made only by means of a private offering memorandum. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act. This press release contains information about pending transactions, and there can be no assurance that these transactions will be completed.