Brightstar Lottery PLC (NYSE BRSL) (the Company) together with certain of its subsidiaries, entered into a senior secured multicurrency revolving credit facilities agreement (the RCF Agreement) providing for aggregate commitments of USD 650 million and EUR 1,000 million (the Revolving Credit Facilities). The Revolving Credit Facilities have a five year final maturity from the date of entry into the RCF Agreement and may be used for general corporate purposes. Borrowings under the U.S. dollar facility bear interest at a rate based on Term SOFR, and borrowings under the euro facility bear interest at a rate based on EURIBOR, in each case plus an applicable margin.
The applicable margin is subject to adjustment based on the Company's public credit ratings. The Company is also required to pay commitment fees on undrawn amounts and other fees customary for facilities of this type. The obligations under the RCF Agreement are senior secured and rank pari passu with the Company's other senior secured indebtedness.
The obligations are guaranteed by the Company and certain of its subsidiaries, subject to agreed guarantor coverage thresholds based on consolidated assets and adjusted EBITDA (as defined in the RCF Agreement), tested annually, and are secured by the shares of Brightstar Lottery S.p.A., certain intercompany loans with principal balances in excess of USD 10 million, and certain accounts receivable, subject to agreed exclusions. The RCF Agreement includes a U.S. dollar swingline sub facility with aggregate commitments of up to USD 98 million and provides for the issuance of letters of credit, each subject to customary sub limits. In addition, the RCF Agreement contains a maximum net leverage ratio covenant and a minimum interest coverage ratio covenant and customary non-financial affirmative and negative covenants which, taken as a whole, are no more restrictive than those contained in the agreements governing the refinanced facilities.
In connection with the entry into the RCF Agreement, the Company also entered into an amendment to the senior facilities agreement dated March 14, 2025, for the EUR 1,000 million term loan facilities (the Existing Italian Term Loan Facilities Agreement), pursuant to which certain covenant provisions and related defined terms under the Existing Italian Term Loan Facilities Agreement were amended to align such covenants across the Company's material credit facilities. The Company expects to use part of the proceeds from borrowings under the RCF Agreement to (i) repay in full the EUR 200 million outstanding principal amount, together with accrued interest and related fees, under Brightstar Lottery Holdings B.V.'s euro-denominated term loan facility due 2027, and (ii) cancel and repay in full all outstanding amounts, together with accrued interest and related fees, under the multicurrency revolving credit facilities agreement originally dated November 4, 2014 (as amended and as amended and restated from time to time, including on July 27, 2022) for the USD 650 million and EUR 800 million multicurrency revolving credit facilities. As of the date of this Form 6 K, no amounts were outstanding under such multicurrency revolving credit facilities.
