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WMS Schedules Special Stockholder Meeting for May 10, 2013 to Vote on Adoption of the Merger Agreement with Scientific Games



  WMS Schedules Special Stockholder Meeting for May 10, 2013 to Vote on
  Adoption of the Merger Agreement with Scientific Games

Business Wire

WAUKEGAN, Ill. -- March 18, 2013

WMS Industries Inc. (NYSE:WMS) today announced that a special meeting of its
stockholders has been scheduled to, among other things, consider and vote on
the proposal to adopt the previously announced Agreement and Plan of Merger by
and among Scientific Games Corporation (NASDAQ: SGMS), a Delaware corporation
(“Scientific Games”), SG California Merger Sub, Inc., a Delaware corporation
and a wholly owned subsidiary of Scientific Games (“Merger Sub”) and
Scientific Games International, Inc., a Delaware corporation and a wholly
owned subsidiary of Scientific Games, providing for the merger of Merger Sub
with and into WMS, with WMS surviving the merger as a wholly owned subsidiary
of Scientific Games. The special meeting will be held on May 10, 2013 at 9:00
am CDT at the Waldorf-Astoria Hotel, 11 E. Walton, Chicago, Illinois.

WMS stockholders as of the close of business on Monday, April 8, 2013, the
record date for the special meeting, will be entitled to notice of and to vote
at the special meeting.

The merger, which is expected to be completed by the end of 2013, is subject
to the approval of a majority of the outstanding shares of WMS’ common stock
and the receipt of required gaming approvals, in addition to other customary
closing conditions.

About WMS

WMS serves the gaming industry worldwide by designing, manufacturing and
marketing games, video and mechanical reel-spinning gaming machines, video
lottery terminals and in gaming operations, which consists of the placement of
leased participation gaming machines in legal gaming venues. The Company also
develops and markets digital gaming content, products, services and end-to-end
solutions that address global online wagering and play-for-fun social, casual
and mobile gaming opportunities. WMS is proactively addressing casino gaming
floor evolution with its WAGE-NET® networked gaming solution, a suite of
systems technologies and applications designed to increase customers’ revenue
generating capabilities and operational efficiency. More information on WMS
can be found at www.wms.com or visit the Company on Facebook®, Twitter® or
YouTube®.

This press release contains forward-looking statements concerning our future
business performance, strategy, outlook, plans, products and liquidity.
Forward-looking statements may be typically identified by such words as “may,”
“will,” “should,” “expect,” “anticipate,” “plan,” “likely,” “believe,”
“estimate,” “continue,” “project,” and “intend,” among others. These
forward-looking statements are subject to risks and uncertainties that could
cause our actual results to differ materially from the expectations expressed
in the forward-looking statements. Although we believe that the expectations
reflected in our forward-looking statements are reasonable, any or all of our
forward-looking statements may prove to be incorrect. Consequently, no
forward-looking statements may be guaranteed. We undertake no obligation to
update such forward looking statements, all of which are made only as of this
date, March 18, 2013. Factors which could cause our actual results to differ
from those projected or contemplated in any such forward-looking statements
include, but are not limited to, the following factors: (1) there is a risk
that the acquisition of WMS (“the acquisition”) pursuant to the recently
announced merger agreement with Scientific Games may not be consummated, on a
timely basis or otherwise; (2) our business may be disrupted while the
acquisition by Scientific Games is pending or if the acquisition is not
consummated as our ability to transact business with customers, suppliers and
other business partners may be adversely affected; (3) it may be difficult for
us to retain and recruit employees in vital areas while the acquisition is
pending or if it fails; (4) in the event our recently announced acquisition by
Scientific Games is not consummated, the price of our stock may be affected;
(5) there could be unexpected costs, charges or expenses resulting from the
pending acquisition; (6) in connection with the recent implementation of our
enterprise resource planning system, there is the risk of inaccurate data or
reporting and significant design errors that could have a negative effect on
our operating results and impact our ability to manage our business which
could constitute significant deficiencies; (7) delay or refusal by regulators
to approve our new gaming platforms, cabinet designs, game themes and related
hardware and software; (8) changes in regulations or regulatory
interpretations that may adversely affect existing product placements or
future placements; (9) an inability to introduce in a timely manner new games
and gaming machines that achieve and maintain market acceptance; (10) a
decrease in the desire of casino customers to upgrade gaming machines or allot
floor space to leased or participation games, resulting in reduced demand for
our products; (11) a reduction in capital spending or interruption in payments
by casino customers associated with business weakness or economic uncertainty
that adversely affects our customers' ability to make purchases or pay; (12) a
greater-than-expected demand for operating leases by customers over outright
product sales or sales financing leases that shift revenue recognition from a
single period to the term of such operating leases; (13) a reduction in play
levels of our participation games by casino patrons, whether due to economic
conditions or increased placements of competitive product; (14) inability of
suppliers of key components to timely meet our requirements to fulfill
customer orders; (15) increased pricing or promotional competitive activity
that adversely affects our average selling price or product revenues; (16) a
failure to obtain and maintain our gaming licenses and regulatory approvals;
(17) failure of customers or players to adapt to the new technologies that we
introduce in new product concepts; (18) a software anomaly or fraudulent
manipulation of our gaming machines and software; (19) a failure to obtain the
right to use or an inability to adapt to rapid development of new
technologies; (20) an infringement claim seeking to restrict our use of
material technologies; (21) risks of doing business in international markets,
including political and economic instability, terrorist activity, changes in
importation and repatriation regulations such as currently experienced in
Argentina, and foreign currency fluctuations; and (22) the unfavorable outcome
of any legal proceedings in which we may be involved from time to time. These
factors and other factors that could cause actual results to differ from
expectations are more fully described under “Item 1. Business”, “Item 1A. Risk
Factors” and “Legal Proceedings” in our Annual Report on Form 10-K for the
year ended June 30, 2012, and our more recent reports filed with the U.S.
Securities and Exchange Commission.

Additional Information and Where to Find It: This communication is being made
in respect of the proposed transaction involving Scientific Games and WMS. The
proposed transaction will be submitted to the stockholders of WMS for their
consideration. In connection with the proposed acquisition, on March 8, 2013,
WMS filed with the SEC an amended preliminary proxy statement on Schedule 14A.
WMS intends to file with the SEC a definitive proxy statement, which will be
sent or given to the stockholders of WMS and will contain important
information about the proposed transaction and related matters. WMS’ SECURITY
HOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY OTHER
RELEVANT DOCUMENTS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. WMS’ stockholders will be able to obtain, without charge, a copy
of the definitive proxy statement (when available) and other relevant
documents filed with the SEC from the SEC’s website at http://www.sec.gov.
WMS’ shareholders will also be able to obtain, without charge, a copy of the
definitive proxy statement and other relevant documents (when available) by
going to the WMS Investor Relations website page at http://ir.wms.com or by
directing a written request by mail to WMS Industries Inc., Attn: Investor
Relations, 800 South Northpoint Blvd., Waukegan, Illinois 60085, or by calling
the Secretary at (847) 785-3000.

Participants in Solicitation: WMS and its directors and executive officers may
be deemed to be participants in the solicitation of proxies from the Company’s
stockholders with respect to the meeting of stockholders that will be held to
consider the proposed merger. Information about WMS’ directors and executive
officers and their ownership of the Company’s common stock is set forth in the
proxy statement for the Company’s 2012 Annual Meeting of Stockholders, which
was filed with the SEC on October 17, 2012. Stockholders may obtain additional
information regarding the interests of the Company and its directors and
executive officers in the proposed Merger, which may be different than those
of the Company’s stockholders generally, by reading the preliminary proxy
statement and other relevant documents regarding the proposed merger, as they
become available. You may obtain free copies of this document as described in
the preceding paragraph.

Contact:

FOR WMS:
Investors
WMS Industries Inc.
William H. Pfund, 847-785-3167
VP Investor Relations
bpfund@wms.com
or
JCIR
Joseph N. Jaffoni or Richard Land
212-835-8500
wms@jcir.com
or
Media
WMS Industries Inc.
Mollie Cole, 773-961-1194
Director, Communications
mcole@wms.com
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