Scientific Games Corp. (SGMS) agreed to acquire Bally Technologies Inc. (BYI) for about $3.3 billion, excluding net debt, buying up a bigger rival as consolidation in the slot-machine industry accelerates.
Scientific Games, controlled by billionaire Ronald Perelman, will pay $83.30 in cash per Bally common share, according to a statement. That’s a premium of 38 percent over Bally’s closing price yesterday.
It’s the second acquisition over $1 billion in less than a year for Scientific Games, at a time the gambling-equipment sector faces weaker consumer spending, casino gluts and competition from Web competitors. With Las Vegas-based Bally, the company is gaining a maker of lottery-game and schuffling machines that was more than three times larger based on market capitalizations at the close yesterday.
Gavin Isaacs, who took over at Scientific Games in June, will find himself on familiar grounds. Isaacs was the former chief executive officer of SHFL Entertainment Inc., bought by Bally last year for $1.3 billion, and before that worked as chief operating officer at Bally.
The companies anticipate $220 million in annual cost savings and $25 million in annual capital-expenditure savings by consolidating operations and generating efficiencies in the areas of manufacturing, engineering, field and customer service and administrative operations.
The deal, which includes net debt of $1.8 billion, will immediately add to Scientific Games’s earnings per share, according to the statement. Measured by annual revenue, Scientific Games and Bally are of similar size. The companies said they generated combined sales of approximately $3.0 billion in the year ended March 31.
Scientific Games rose 2.8 percent to $8.78 at the close. As of yesterday, the New York-based company had slumped 37 percent in the past year. With a market capitalization of $720 million, it had the highest price-to-earnings ratio among peers compiled by Bloomberg, and one of the lowest price-to-sale ratios. Bally shares soared 29 percent to $77.70.
The pace in acquisitions among gaming-equipment makers has been heating up. Two weeks ago, Gtech SpA (GTK) agreed to buy International Game Technology for $4.7 billion in cash and stock, uniting the world’s largest provider of lottery systems with the biggest slot-machine maker.
Combined, Scientific Games and Bally Technologies “will effectively be able to compete with Gtech/IGT in every aspect” of gaming, Steven Wieczynski, Stifel analyst, wrote in a note.
Scientific Games and Bally will have a North American slot-machine share “in line to slightly higher,” than Gtech/IGT, Wieczynski said. Owning SHFL, formerly known as Schuffle Master, will give them a “slight advantage” dealing with casino operators, he said.
Bank of America Corp., Deutsche Bank AG and JPMorgan Chase & Co. advised Scientific Games on the deal and Cravath, Swaine & Moore LLP was legal adviser. to Scientific Games for the transaction. Macquarie Capital advised Bally, and Skadden, Arps, Slate, Meagher & Flom LLP provided legal advice.
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