LAS VEGAS, Oct. 1, 2021 / PRNewswire / – Scientific Games International, Inc. (the “Issuer”), which is a wholly owned subsidiary of Scientific Games Corporation (“SGMS”), today announced that it has received the consents (the “required consents”) from holders of the majority of the total principal amount outstanding of each of its outstanding 5,000% senior secured notes due 2025 (“5% guaranteed notes”) , 3.375% senior secured notes due 2026 (“3.375% Guaranteed Notes”), 8.625% Senior Notes due 2025 (“8.625% Notes”), 5.500% Senior Notes due 2026 (“ at 5.5% “), Senior Notes at 8.250% maturing in 2026 (” Notes at 8.25% “), Senior Notes at 7.000% Bonds due 2028 (” Notes at 7% “) and Senior Notes at 7.250% due 2029 (“Notes at 7.25%” and, with the 5% Bonds, the 3.375% Bonds, the 8.625% Bonds, the 5% Bonds, 5%, the 8.25% Notes and 7% Notes, the “Notes”) to approve the adoption of certain proposed amendments to the indenture governing the Notes (the “Trust Indenture”), which the Company has requested in accordance with its previously announced consent solicitation (the “Consent Solicitation”) described in the Issuer’s Declaration of Consent Solicitation dated September 23, 2021 (the “Statement”). The consent solicitation expired at 5:00 pm New York time on September 30, 2021 (the “Expiration Date”). Unless defined otherwise herein, capitalized terms used herein have the meanings given to them in the Declaration.

At the expiration date, the registered holders had validly issued and had not validly revoked the consents relating to the following respective principal amounts of the Notes:

Following receipt of the required Consents, the Issuer, SGMS, the other guarantors party to the Deeds and the trustee of the Deeds signed Additional Deeds (the “Additional Deeds”) on September 30, 2021. The Additional Deeds amended the requirement of the Acts that at least 75% of the consideration received from a sale of assets is in cash or cash equivalents in order to reduce this percentage to 60%, only with respect to an initial public offering relating to the planned sale SGMS lottery activity (“SG Lottery”) occurring before June 30, 2022, subject to the terms described in the Statement. The Additional Deeds are effective upon signature and delivery and are binding on all Noteholders, even those who have not given their consent on or before the Expiration Date. The proposed changes set out in the Additional Acts will take effect upon payment of the Consent Payment (as defined below).

Registered Cardmembers who have validly surrendered and have not validly revoked their Consents by the Expiration Date will receive a pro-rated portion of the Global Consent Payment (the “Consent Payment”), as described in the Statement. The Company expects to make the Consent Payment on a date equal to or prior to the completion of the IPO of SG Lottery (as defined in the Declaration), subject to the conditions set out in the Declaration. No part of the Consent Payment will be payable in respect of consents received after the Expiry Date or to Noteholders who have failed to deliver a valid and not revoked Consent on or before the Expiry Date.

This press release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy securities. The consent solicitation was made only by the statement, dated September 23, 2021, which sets out the full terms of the consent solicitation.

Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC were soliciting agents for Consent Solicitation and Global Bondholder Services Corporation serving as information, aggregation and payment agent. Persons with questions regarding the consent solicitation should contact Goldman Sachs & Co. LLC at (toll free) +1 (800) 828-3182 or (collect) +1 (212) 902-5962 or by email to [email protected]; Morgan Stanley & Co. LLC at (toll free) +1 (800) 624-1808 or (collect) +1 (212) 761-1057; or Global Bondholder Services Corporation, at (toll free) +1 (866) 470-3700, (banks and brokers) +1 (212) 430-3774, by fax (for eligible institutions only) at +1 (212) 430 – 3775/3779 or by email at [email protected]

Forward-looking statements

In this press release, Scientific Games is making “forward-looking statements” within the meaning of the US Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words such as “will”, “may” and “should”. “These statements are based on management’s current expectations, assumptions and estimates and do not constitute guarantees of future timing, results or performance. Therefore, you should not rely on these forward-looking statements as predictions of Future events. Actual results may differ materially from those contemplated in these statements due to a variety of risks, uncertainties and other factors, including factors described in our filings with the Securities and Exchange Commission. (the “SEC”), including Scientific Games’ current reports on Form 8-K, Quarterly Reports on Form 10-Q and its latest r annual contribution on Form 10-K filed with the SEC on March 1, 2021 (including under “Forward-Looking Statements” and “Risk Factors”). Forward-looking statements speak only as of the date on which they are made and, except for Scientific Games’ continued obligations under United States federal securities laws, Scientific Games makes no commitment to update publicly forward-looking statements, whether as a result of new information, future events or otherwise. No assurance can be given that the transactions described in this document will be completed or as to the ultimate terms of such transactions.

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SOURCE Scientific Games Corporation