AGS Announces Expiration of Hart-Scott-Rodino Act Waiting Period for Acquisition by Affiliates of Brightstar Capital Partners
December 11 2024 - 9:15AM
PlayAGS, Incorporated (NYSE: AGS) (“AGS” or the “Company”), a
global gaming supplier of high-performing slot, table, and
interactive products, today announced the expiration of the waiting
period under the Hart-Scott-Rodino Antitrust Improvements Act of
1976, as amended (the “HSR Act”), in connection with the previously
announced agreement for the Company to be acquired by affiliates of
Brightstar Capital Partners (“Brightstar”) for $12.50 per share in
cash (the “Proposed Transaction”).
The HSR Act waiting period expired at 11:59
p.m., Eastern Time, on December 9, 2024, satisfying an important
condition necessary for the completion of the Proposed Transaction,
which is expected to close in the second half of 2025, subject to
other conditions and regulatory approvals.
About AGS
AGS is a global company focused on creating a
diverse mix of entertaining gaming experiences for every kind of
player. Its customer-centric culture and remarkable growth have
helped it become one of the most all-inclusive commercial gaming
suppliers in the world. Powered by high-performing slot products,
an expansive table products portfolio, highly rated online casino
content for players and operators, and differentiated service, the
Company believes it offers an unmatched value proposition for its
casino partners. Learn more at www.playags.com.
About Brightstar Capital
Partners
Brightstar Capital Partners is a middle market
private equity firm with $4 billion+ AUM that is focused on
investing in business services, industrials, consumers, and
government services and technology, where Brightstar believes it
can drive significant value with respect to the management,
operations, and strategic direction of the business. Since its
founding in 2015, Brightstar has accumulated extensive experience
partnering with family, founder, or entrepreneur-led businesses.
Brightstar employs an operationally intensive “Us & Us”
approach that leverages its considerable hands-on operational
expertise and deep relationship network to help companies reach
their full potential. For more information, please
visit www.brightstarcp.com.
Forward-Looking and Cautionary
Language
This press release contains, and oral statements
made from time to time by our representatives may contain,
forward-looking statements which include, but are not limited to,
all statements that do not relate solely to historical or current
facts, such as statements regarding the Company’s expectations,
intentions or strategies regarding the timing, completion and
effects of the Proposed Transaction. In some cases, these
statements include words like: “may,” “might,” “will,” “could,”
“would,” “should,” “expect,” “intend,” “plan,” “objective,”
“anticipate,” “believe,” “estimate,” “predict,” “project,”
“potential,” “continue,” and “ongoing,” or the negatives of these
terms, or other comparable terminology intended to identify
statements about the future. These forward-looking statements are
subject to the safe harbor provisions under the Private Securities
Litigation Reform Act of 1995. The Company’s expectations and
beliefs regarding these matters may not materialize. Actual
outcomes and results may differ materially from those contemplated
by these forward-looking statements as a result of uncertainties,
risks, and changes in circumstances, including, but not limited to,
risks and uncertainties related to: the ability of the parties to
consummate the Proposed Transaction in a timely manner or at all;
the satisfaction (or waiver) of closing conditions to the
consummation of the Proposed Transaction, including with respect to
the approval of the Company’s stockholders; potential delays in
consummating the Proposed Transaction; the ability of the Company
to timely and successfully achieve the anticipated benefits of the
Proposed Transaction; the occurrence of any event, change or other
circumstance or condition that could give rise to the termination
of the definitive agreement; the effect of the announcement or
pendency of the Proposed Transaction on the Company’s business
relationships, operating results and business generally; costs
related to the Proposed Transaction; the outcome of any legal
proceedings that may be instituted against the Company, Brightstar
or any of their respective directors or officers related to the
definitive agreement or the Proposed Transaction; and the impact of
these costs and other liabilities on the cash, property, and other
assets available for distribution to the Company’s stockholders.
Additional risks and uncertainties that could cause actual outcomes
and results to differ materially from those contemplated by the
forward-looking statements are included under the caption “Risk
Factors” and elsewhere in the Company’s most annual and quarterly
reports filed with the SEC, including its Quarterly Report on
Form 10-Q for the quarter ended September 30, 2024 and
any subsequent reports on
Form 10-K, Form 10-Q or
Form 8-K filed with the SEC from time to time and
available at www.sec.gov. These documents can be accessed on
the Company’s web page
at https://investors.playags.com/financial-information/sec-filings.
The forward-looking statements included in this
press release, and in any oral statements made from time to time by
our representatives, are made only as of the date hereof or
thereof. The Company assumes no obligation and does not intend to
update these forward-looking statements, except as required by
law.
AGS ContactJulia Boguslawski, Chief Marketing
Officerjboguslawski@PlayAGS.com
Brad Boyer, Senior Vice President of Investor Relations &
Corporate OperationsInvestors@PlayAGS.com
Brightstar ContactCraig Thomas, Chief Marketing
Officercthomas@brightstarcp.com8
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