Scientific Games has reported that several long-term institutional investors, including investment trust Caledonia, have reached an agreement to buy MacAndrews & Forbes Incorporated’s 34.9 percent stake in the company.
The merger will also see a range of governance reforms introduced, including a refreshment of the board of directors and termination of the stockholders’ agreement with MacAndrews and Forbes, arriving at a price of $28 per share.
Scientific Games president and CEO Barry Cottle explained: “Scientific Games is well-positioned for future success given our industry leading portfolio of products and technologies, loyal customer base and talented leadership team.
“We are pleased to have the support of our refreshed Board and new investor base as we continue to execute on our strategy to drive meaningful long-term growth and shareholder value creation.”
Former Aristocrat CEO Jamie Odell will join the Science Games Board as executive chair and executive vice chair, along with former Aristocrat CFO Toni Korsanos, respectively. A third independent non-executive director will follow them on board.
Ronald Perelman, current Executive Chairman of the Scientific Games Board and Chairman and CEO of MacAndrews & Forbes, as well as Barry Schwartz and Frances Townsend, the other two members from MacAndrews & Forbes, will resign from the Group.
Odell remarked: “I am excited to become the executive chair of Scientific Games and work alongside the company’s world-class leadership team at such an important time for both the company and the broader gaming industry. The company possesses a market leading portfolio of products and a differentiated position in the emerging digital gaming and sports betting industries.
“Scientific Games will have the support of a highly credentialed and experienced investor base, including Caledonia, as we implement transformative initiatives to optimise the asset portfolio and unlock the full potential of the company’s best-in-class collection of products and technologies.
“We will be highly focused on rapidly de-leveraging the balance sheet and creating a flexible, agile company that is poised to capitalise on evolving industry and macroeconomic trends to deliver outsized returns to investors.”
The agreement between the participating parties and MacAndrews & Forbes is expected to take place in several tranches in which no investor is expected to own more than 9.9 percent of Scientific Games’ outstanding shares in a beneficial way.
It is expected that the first tranche sale will be completed immediately and the deal is expected to be completed in the next few weeks. Changes to the board of Science Games take place upon selling of the first tranche.