igt_8k-121809b.htm
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): December 14,
2009
INTERNATIONAL
GAME TECHNOLOGY
(Exact
name of registrant as specified in its charter)
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Nevada
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001-10684
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88-0173041
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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9295 Prototype Drive, Reno,
Nevada
89521
(Address
of Principal Executive
Offices) (Zip
Code)
(775)
448-7777
(Registrant’s
telephone number, including area code)
N/A
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 2.03.
Creation of a Direct Financial Obligation or Obligations under an Off-Balance
Sheet Arrangement of a Registrant.
On
December 14, 2009, International Game Technology (the “Company”) drew $590 million of funds from its revolving credit line under its second
amended and restated Credit Agreement, dated as of June 8, 2009, with Wells
Fargo Bank, N.A. as Administrative Agent, Bank of America, N.A., as Syndication
Agent, The Royal Bank of Scotland PLC, the Bank of Tokyo-Mitsubishi UFJ,
Ltd./Union Bank of California, N.A., and Mizuho Corporate Bank, Ltd., as
Co-Documentation Agents, and Banc of America Securities LLC, Wells Fargo Bank,
N.A. and RBS Securities, Inc., as Joint Lead Arrangers and Joint Book Managers,
and a syndicate of other lenders (the “Amended Credit Facility”). The
funds were applied toward the $710,347,003 in aggregate consideration paid by
the Company to holders of its 2.60% Convertible Debentures due 2036 (the
“Debentures”) in connection with the previously-announced put option that
expired at 5:00 p.m., New York City time, on December 14, 2009. The
remainder of the consideration for validly-tendered Debentures was paid with
cash on hand.
The
foregoing description of the Amended Credit Facility is qualified in its
entirety by reference to the full text of the Amended Credit Facility, which was
filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June
9, 2009.
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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INTERNATIONAL
GAME TECHNOLOGY |
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| Date: December
18, 2009 |
By: |
/s/ Patrick W. Cavanaugh
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Patrick
W. Cavanaugh
Executive
Vice President,
Chief
Financial Officer and Treasurer
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