SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (date of earliest event reported):
September 1, 1999
INTERNATIONAL GAME TECHNOLOGY
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(Exact name of registrant as specified in its charter)
Nevada 001-10684 88-0173041
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(State or Other (Commission (I.R.S. Employer
Jurisdiction File Number) Identification Number)
of Formation)
9295 Prototype Drive, Reno, Nevada 89511
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(Address of principal executive offices) (Zip Code)
(775) 448-7777
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(Registrant's telephone number, including area code)
not applicable
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(Former name or former address, if changed since last report.)
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Item 2. Acquisition or Disposition of Assets
On September 1, 1999, the Registrant, International Game Technology ("IGT")
completed its acquisition of Sodak Gaming, Inc. ("Sodak"), a publicly traded
company, by merging SAC, Inc., a wholly-owned subsidiary of IGT, with and into
Sodak. Sodak is a distributor of casino gaming products and software systems to
Native American casinos and gaming operators in the United States. Under the
merger agreement, IGT acquired Sodak for $10 per share in cash, totaling
approximately $230 million. The purchase was financed using a portion of the
proceeds received from the earlier sale by IGT of $1.0 billion of senior notes.
IGT is expected to divest itself of Sodak's ownership of the Miss Marquette Iowa
riverboat casino and associated real property and assets pursuant to a
previously announced agreement with Lady Luck Gaming Corporation. The sale of
the Miss Marquette is subject to financing, regulatory approvals and other
customary conditions.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
The following exhibits are part of the current report on Form 8-K and are
numbered in accordance with Item 601 of Regulation S-K.
Exhibit No. Description
2 Agreement and Plan of Merger, dated as of March 10, 1999,
by and among International Game Technology, SAC, Inc. and Sodak
Gaming, Inc. (Incorporated by reference to Exhibit 2 to
Registrants Report on Form 8-K dated March 10, 1999.)
10.1 Voting Agreement, dated as of March 10, 1999, by and between
International Game Technology and Harrah's Operating Company, Inc.
(Incorporated by reference to Exhibit 10.1 to Registrants Report on
Form 8-K dated March 10, 1999.)
10.2 Voting Agreement, dated as of March 10, 1999, by and between
International Game Technology and Michael G. Wordeman. (Incorporated
by reference to Exhibit 10.2 to Registrants Report on Form 8-K dated
March 10, 1999.)
10.3 Voting Agreement, dated as of March 10, 1999, by and between
International Game Technology and Thomas Celani. (Incorporated by
reference to Exhibit 10.3 to Registrants Report on Form 8-K dated
March 10, 1999.)
10.4 Voting Agreement, dated as of March 10, 1999, by and between
International Game Technology and Roland W. Gentner. (Incorporated
by reference to Exhibit 10.4 to Registrants Report on Form 8-K dated
March 10, 1999.)
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date: September 7, 1999
INTERNATIONAL GAME TECHNOLOGY
By:/s/ Maureen Mullarkey
Maureen Mullarkey
Chief Financial Officer and
Vice President, Finance
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EXHIBIT INDEX
Pursuant to Item 601(a)(2) of Regulation S-K, this exhibit index
immediately precedes the exhibits.
Exhibit No. Description
2 Agreement and Plan of Merger, dated as of March 10, 1999,
by and among International Game Technology, SAC, Inc. and Sodak
Gaming, Inc. (Incorporated by reference to Exhibit 2 to
Registrants Report on Form 8-K dated March 10, 1999.)
10.1 Voting Agreement, dated as of March 10, 1999, by and between
International Game Technology and Harrah's Operating Company, Inc.
(Incorporated by reference to Exhibit 10.1 to Registrants Report on
Form 8-K dated March 10, 1999.)
10.2 Voting Agreement, dated as of March 10, 1999, by and between
International Game Technology and Michael G. Wordeman. (Incorporated
by reference to Exhibit 10.2 to Registrants Report on Form 8-K dated
March 10, 1999.)
10.3 Voting Agreement, dated as of March 10, 1999, by and between
International Game Technology and Thomas Celani. (Incorporated by
reference to Exhibit 10.3 to Registrants Report on Form 8-K dated
March 10, 1999.)
10.4 Voting Agreement, dated as of March 10, 1999, by and between
International Game Technology and Roland W. Gentner. (Incorporated
by reference to Exhibit 10.4 to Registrants Report on Form 8-K dated
March 10, 1999.)
