RENO, Nev., March 27 -- International Game Technology
(NYSE: IGT) and Silicon Gaming, Inc. (OTC Bulletin Board: SGIC.OB) jointly
announced today the consummation of their previously announced planned merger,
pursuant to which Silicon Gaming merged with a wholly owned subsidiary of
International Game Technology in a cash-for-stock merger.
Contemporaneously with the completion of the merger, Silicon sold its
shares (other than shares representing 4.9%) of WagerWorks, Inc., a majority
owned subsidiary of Silicon Gaming, for approximately $6.2 million. Silicon
Gaming received a fairness opinion from US Bancorp Libra that the disposition
of the shares of WagerWorks for the consideration received was fair to the
company and its equity holders, taken as a whole from a financial standpoint.
Pursuant to the merger and taking into account the sale of the shares of
WagerWorks, Inc., shareholders of Silicon Gaming, including the holders of
39,750 outstanding shares of the company's Series D Preferred Stock
convertible into 174,285,127 shares of common stock, will receive cash in an
amount equal to approximately $0.119345 per share of common stock.
"I am pleased that we were able to bring this merger to a smooth close and
confident that, by combining Silicon's technology with our existing product
development efforts, IGT will deliver additional value to both our customers
and the industry," said Tom Baker, President and Chief Executive Officer of
International Game Technology.
Silicon Gaming's Exchange Agent, EquiServe Trust Company, N.A., will
distribute a Letter of Transmittal to the stockholders of Silicon Gaming with
instructions on how stockholders may receive their merger consideration. In
order to receive a check for the amount payable, stockholders must complete
the Letter of Transmittal and mail or hand deliver it, with any other required
documents, to EquiServe Trust Company, N.A, the Exchange Agent, at the
locations specified in the Letter of Transmittal. Stockholders are urged to
carefully read, complete and return the Letter of Transmittal so that they may
promptly receive their check.
Silicon Gaming stock ceased to trade on the OTC Bulletin Board effective
the close of business March 27, 2001. Stock certificates of Silicon Gaming
now represent only the right to receive approximately $0.119345 per share in
cash. Questions regarding how to surrender stock certificate(s), or to
request additional copies of the Letter of Transmittal, should be addressed to
the Exchange Agent at (781) 575-3120.
Silicon Gaming designs and manufactures a full line of innovative wagering
products, including the "Family Feud Wagering Attraction," and an extensive
library of game applications including "Phantom Belle," "Banana-Rama,"
"Eureka," "Cash Cruise," "TopHat 21" and "Hot Reels." For more information on
Silicon Gaming, visit the company's website at http://www.silicongaming.com.
IGT is a world leader in the design, development and manufacture of
microprocessor-based gaming products and software systems in all jurisdictions
where gaming is legal. For more information on International Game Technology,
visit the company's web site at http://www.IGT.com.
Forward Looking Statements
Statements in this release that are not historical facts may be "forward
looking" statements under the Private Securities Litigation Reform Act of
1995. These matters involve risks and uncertainties. More information on
factors that could affect the business and financial results of International
Game Technology and Silicon Gaming are included in their respective Annual
Reports on Form 10-K and in their other public filings made with the
Securities and Exchange Commission.
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