Brightstar Lottery PLC Launches Tender Offer and New Note Issuance

News related to:Brightstar Lottery PLC · 2 min read

LONDON, Sept. 8, 2026 /CourierPR/ -- Brightstar Lottery PLC has launched a tender offer for its outstanding €500 million 2.375% Senior Secured Notes due 2028. The company is also planning a benchmark offering of €500 million senior secured notes due 2032, which will be guaranteed on a senior basis by certain of its wholly-owned subsidiaries.

According to the terms of the tender offer, Brightstar will purchase for cash the Regulation S interests in its outstanding Senior Secured Notes validly tendered by holders and accepted by the company. The purchase price for each €1,000 of Notes will be €990, plus any accrued and unpaid interest from the previous interest payment date up to, but excluding, the settlement date. The tender offer is subject to certain conditions, including the satisfaction or waiver of the General Conditions and the Financing Condition, which is expected to be met on or prior to the Settlement Date.

The purpose of the tender offer and the new note issuance is to extend the weighted average maturity of the company's debt. If the Financing Condition is satisfied, Brightstar intends to use the proceeds from the new notes to pay the purchase price for the tendered notes, repay utilizations under its senior revolving credit facilities, and cover fees and expenses related to the transactions.

Brightstar is also offering new issue priority to holders who request an allocation of the new notes. Holders must provide a firm indication of their intent to tender Notes for purchase by a certain date, and those who do will remain subject to the terms of the tender offer even if they receive no allocation of new notes.

Holders of the notes held through the Clearing Systems must deliver valid Electronic Instructions to Kroll Issuer Services Limited, the Tender and Information Agent, by the relevant deadline. The submission of these instructions is irrevocable, except in limited circumstances or as required by applicable law.

Brightstar is not obligated to allocate the new notes to holders who validly tender their notes and may allocate less or more than the tendered amount, subject to a minimum denomination of €100,000. The new notes are expected to be listed on the Official List of Euronext Dublin and admitted to trading on the Global Exchange Market of Euronext Dublin.

The tender offer and the new note issuance are subject to the right of Brightstar to extend, terminate, re-open, or amend the offer. Beneficial owners are advised to check with their brokers, dealers, banks, custodians, or other intermediaries for any necessary instructions to participate in the offer. The deadline for the submission of Electronic Instructions is earlier than the relevant deadlines specified in the tender offer memorandum.

Brightstar's announcement highlights its strategic move to optimize its debt structure and potentially improve its financial flexibility. The company is aiming to address its liquidity needs and reduce the overall cost of capital through these transactions.

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