EX-99.1
2
a06-4108_1ex99d1.htm
EXHIBIT 99
Exhibit 99.1
FOR
IMMEDIATE RELEASE
FOR
FURTHER INFORMATION CONTACT:
Tom Ryan
Investor
Relations Advisor
ph: 203.682.8200
fax: 203.682.8201
Mark L. Yoseloff, Ph.D., Chairman and CEO
Richard Baldwin, Senior Vice President and CFO
ph: 702.897.7150
fax: 702.270.5161
SHUFFLE MASTER, INC. ANNOUNCES COMPLETION
OF STARGAMES LIMITED ACQUISITION
Completion
Signals Broad Expansion of Company's Entertainment Products Line
LAS VEGAS ... Wednesday,
February 1, 2006
..
. Shuffle Master, Inc. (
NASDAQ National
Market: SHFL
) announced today
that its wholly owned indirect subsidiary, Shuffle Master Australasia Pty.
Ltd., has completed its acquisition of Stargames Limited by purchasing 95% of
the outstanding Stargames shares for AU $1.55 per share. Shuffle Master will
begin consolidating Stargames' operating results as of February 1, 2006, and
will begin the compulsory acquisition process to obtain all remaining shares, a
process which the company anticipates will take approximately 40 days. The
shares purchase was funded by temporary bridge financing and Shuffle Master
expects to secure permanent financing within the next 90 days.
Based in Sydney, Australia, Stargames
develops, manufactures and distributes a wide range of innovative electronic
entertainment gaming products to worldwide markets. Its product offerings
include the Rapid Table Games
™
and Vegas Star
Ò
multi-terminal gaming machine platforms, as well as a broad line of
traditional video slot machines that have been designed primarily for the
Australian and Asian gaming markets. With approximately 200 employees including
85 in design and development, Stargames generated $48 million US in profitable
gaming revenues in its fiscal year ended June 30, 2005.
"The completion of the Stargames acquisition
represents a significant milestone for Shuffle Master and signals a new era for
our company's product growth and expansion", stated Mark Yoseloff, Ph.D.,
Chairman of the Board and Chief Executive Officer. "Their products will both
enhance our Entertainment Products portfolio and provide additional electronic
platforms for our branded content, and their experienced management team and
talented employees will superbly position our company to expand our presence in
the fast-growing Australasian region. We anticipate the transaction will be
modestly accretive to fiscal 2006 earnings per share and operating cash flows,
with larger gains expected starting in the second full combined year. With
that, as previously communicated on our December 8, 2005 earnings
conference call, we are targeting
approximately 25% growth in quarter-over-quarter and year-over-year fiscal 2006
earnings per share, excluding the impact of adopting FAS 123R".
Yoseloff continued, "With the immediate
integration of the Stargames products, our direct sales forces will enable the
Vegas Star and Rapid Table Game platforms to be aggressively promoted in areas
where they have been previously underrepresented, and will enable us to compete
more successfully in key growth areas like Europe, Asia and North America. This
acquisition will further solidify our position as the industry's premier table
game provider".
Rapid Table Games
Currently available in over 40 venues with an
installed base of nearly 1,000 seats, Stargames' Rapid Table Games product line
combines a live dealer with multi-terminal electronic wagering for popular
games like Roulette and Sic-Bo. With over 65% of its installed base currently
installed in Australia and Asia, the Rapid Table Games product line focuses on
combining popular high-volume gaming content with unparalleled game play,
operator usability, systems integration and technical support. Rapid Roulette
Ò
, the product line's signature offering,
currently has the leading Australian market share and accounts for over 90% of
the automated roulette multi-player products currently in use.
Vegas Star Multi-Terminal Gaming
Machines
Currently available in over 130 venues with
an installed base of over 1,700 seats, Stargames' Vegas Star
Multi-Terminal
Gaming Machines feature animated dealers and a selection of public domain table
games including roulette, baccarat and blackjack. Originally designed for the
Australian and Asian markets where its market shares exceed 60% and 35%
respectively, Vegas Star has rapidly become an integral part of casinos within
its two primary markets. Stargames recently expanded its reach to include
casinos within other key markets including Eastern Europe and the United States
where it is currently available in two leading California tribal properties.
Well known for its modular, attractive design, each Vegas Star configuration
can accommodate up to 16 player stations, and will eventually offer all of
Shuffle Master's proprietary game content.
Electronic Gaming Machines
With a current installed base of over 9,500
units, Stargames' complete line of Electronic Gaming Machines (EGM) have been an
important contributor to the company's growth and success and have enabled the
company to become a leading provider of video slot technology within its
primary Australian market. Featuring a variety of game selections including
licensed content provided by WMS Gaming, Stargames' EGMs are designed
specifically for the Australian and Asian markets where over 75% of the
installed base is located. The Stargames EGMs are also being aggressively
marketed in Eastern Europe and South America and it is anticipated that these
and other select regions will fuel future growth in this product line.
Shuffle Master, Inc. is a gaming supply
company specializing in providing its casino customers Utility Products,
including automatic card shufflers, intelligent table systems, and roulette
chip sorters, to improve their profitability, productivity and security, and
Entertainment Products, including proprietary
2
table games, wireless gaming content and
Table Master
TM
games to expand their gaming entertainment content.
The Company is included in the S&P Smallcap 600 Index. Information about
the Company and its products can be found on the Internet at
www.shufflemaster.com.
###
This release contains forward-looking statements
that are based on management's current beliefs and expectations about future
events, as well as on assumptions made by and information available to
management. The Company considers such statements to be made under the safe
harbor created by the federal securities laws to which it is subject, and
assumes no obligation to update or supplement such statements. Forward-looking
statements reflect and are subject to risks and uncertainties that could cause
actual results to differ materially from expectations. Factors that could cause
actual results to differ materially from expectations include, but are not
limited to, the following: changes in the level of consumer or commercial
acceptance of the Company's existing products and new products as introduced; advances
by competitors; acceleration and/or deceleration of various product
development, promotion and distribution schedules; product performance issues;
higher than expected manufacturing, service, selling, administrative, product
development, promotion and/or distribution costs; changes in the Company's
business systems or in technologies affecting the Company's products or
operations; reliance on strategic relationships with distributors and
technology and manufacturing vendors; results from current and/or future
litigation or claims; tax matters, including changes in tax legislation or
assessments by taxing authorities; acquisitions or divestitures by the Company
or its competitors of various product lines or businesses and, in particular,
integration of businesses that the Company may acquire; changes to the Company's
intellectual property portfolio, such as the issuance of new patents, new
intellectual property licenses, loss of licenses, claims of infringement or
invalidity of patents; regulatory and jurisdictional issues (e.g., technical
requirements and changes, delays in obtaining necessary approvals, or changes
in a jurisdiction's regulatory scheme or approach, etc.) involving the Company
and its products specifically or the gaming industry in general; general and
casino industry economic conditions; the financial health of the Company's
casino and distributor customers, suppliers and distributors, both nationally
and internationally; the Company's ability to meet its debt service
obligations, including the Notes, and to refinance its indebtedness, which will
depend on its future performance and other conditions or events and will be
subject to many factors that are beyond the Company's control; and various
risks related to the Company's customers' operations in countries outside the
United States, including currency fluctuation risks, which could increase the
volatility of the Company's results from such operations. Additional
information on these and other risk factors that could potentially affect the
Company's financial results may be found in documents filed by the Company with
the Securities and Exchange Commission, including the Company's current reports
on Form 8-K, quarterly reports on Form 10-Q and annual report on Form 10-K.
###
3

EX - 99 . 1 2 a06 - 4108 _ 1ex99d1 . htm EXHIBIT 99 Exhibit 99 . 1 FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION CONTACT : Tom Ryan Investor Relations Advisor ph : 203 . 682 . 8200 fax : 203 . 682 . 8201 Mark L . Yoseloff , Ph . D . , Chairman and CEO Richard Baldwin , Senior Vice President and CFO ph : 702 . 897 . 7150 fax : 702 . 270 . 5161 SHUFFLE MASTER , INC . ANNOUNCES COMPLETION OF STARGAMES LIMITED ACQUISITION Completion Signals Broad Expansion of Company 's Entertainment Products Line LAS VEGAS ... Wednesday , February 1 , 2006 . . . Shuffle Master , Inc . ( NASDAQ National Market : SHFL ) announced today that its wholly owned indirect subsidiary , Shuffle Master Australasia Pty . Ltd . , has completed its acquisition of Stargames Limited by purchasing 95 % of the outstanding Stargames shares for AU $ 1.55 per share . Shuffle Master will begin consolidating Stargames ' operating results as of February 1 , 2006 , and will begin the compulsory acquisition process to obtain all remaining shares , a process which the company anticipates will take approximately 40 days . The shares purchase was funded by temporary bridge financing and Shuffle Master expects to secure permanent financing within the next 90 days . Based in Sydney , Australia , Stargames develops , manufactures and distributes a wide range of innovative electronic entertainment gaming products to worldwide markets . Its product offerings include the Rapid Table Games ™ and Vegas Star Ò multi - terminal gaming machine platforms , as well as a broad line of traditional video slot machines that have been designed primarily for the Australian and Asian gaming markets . With approximately 200 employees including 85 in design and development , Stargames generated $ 48 million US in profitable gaming revenues in its fiscal year ended June 30 , 2005 . " The completion of the Stargames acquisition represents a significant milestone for Shuffle Master and signals a new era for our company 's product growth and expansion " , stated Mark Yoseloff , Ph . D . , Chairman of the Board and Chief Executive Officer . " Their products will both enhance our Entertainment Products portfolio and provide additional electronic platforms for our branded content , and their experienced management team and talented employees will superbly position our company to expand our presence in the fast - growing Australasian region . We anticipate the transaction will be modestly accretive to fiscal 2006 earnings per share and operating cash flows , with larger gains expected starting in the second full combined year . With that , as previously communicated on our December 8 , 2005 earnings conference call , we are targeting approximately 25 % growth in quarter - over - quarter and year - over - year fiscal 2006 earnings per share , excluding the impact of adopting FAS 123R " . Yoseloff continued , " With the immediate integration of the Stargames products , our direct sales forces will enable the Vegas Star and Rapid Table Game platforms to be aggressively promoted in areas where they have been previously underrepresented , and will enable us to compete more successfully in key growth areas like Europe , Asia and North America . This acquisition will further solidify our position as the industry 's premier table game provider " . Rapid Table Games Currently available in over 40 venues with an installed base of nearly 1,000 seats , Stargames ' Rapid Table Games product line combines a live dealer with multi - terminal electronic wagering for popular games like Roulette and Sic - Bo . With over 65 % of its installed base currently installed in Australia and Asia , the Rapid Table Games product line focuses on combining popular high - volume gaming content with unparalleled game play , operator usability , systems integration and technical support . Rapid Roulette Ò , the product line 's signature offering , currently has the leading Australian market share and accounts for over 90 % of the automated roulette multi - player products currently in use . Vegas Star Multi - Terminal Gaming Machines Currently available in over 130 venues with an installed base of over 1,700 seats , Stargames ' Vegas Star Multi - Terminal Gaming Machines feature animated dealers and a selection of public domain table games including roulette , baccarat and blackjack . Originally designed for the Australian and Asian markets where its market shares exceed 60 % and 35 % respectively , Vegas Star has rapidly become an integral part of casinos within its two primary markets . Stargames recently expanded its reach to include casinos within other key markets including Eastern Europe and the United States where it is currently available in two leading California tribal properties . Well known for its modular , attractive design , each Vegas Star configuration can accommodate up to 16 player stations , and will eventually offer all of Shuffle Master ' s proprietary game content . Electronic Gaming Machines With a current installed base of over 9,500 units , Stargames ' complete line of Electronic Gaming Machines ( EGM ) have been an important contributor to the company 's growth and success and have enabled the company to become a leading provider of video slot technology within its primary Australian market . Featuring a variety of game selections including licensed content provided by WMS Gaming , Stargames ' EGMs are designed specifically for the Australian and Asian markets where over 75 % of the installed base is located . The Stargames EGMs are also being aggressively marketed in Eastern Europe and South America and it is anticipated that these and other select regions will fuel future growth in this product line . Shuffle Master , Inc . is a gaming supply company specializing in providing its casino customers Utility Products , including automatic card shufflers , intelligent table systems , and roulette chip sorters , to improve their profitability , productivity and security , and Entertainment Products , including proprietary 2 table games , wireless gaming content and Table Master TM games to expand their gaming entertainment content . The Company is included in the S & P Smallcap 600 Index . Information about the Company and its products can be found on the Internet at www.shufflemaster.com . # # # This release contains forward - looking statements that are based on management 's current beliefs and expectations about future events , as well as on assumptions made by and information available to management . The Company considers such statements to be made under the safe harbor created by the federal securities laws to which it is subject , and assumes no obligation to update or supplement such statements . Forward - looking statements reflect and are subject to risks and uncertainties that could cause actual results to differ materially from expectations . Factors that could cause actual results to differ materially from expectations include , but are not limited to , the following : changes in the level of consumer or commercial acceptance of the Company 's existing products and new products as introduced ; advances by competitors ; acceleration and / or deceleration of various product development , promotion and distribution schedules ; product performance issues ; higher than expected manufacturing , service , selling , administrative , product development , promotion and / or distribution costs ; changes in the Company 's business systems or in technologies affecting the Company 's products or operations ; reliance on strategic relationships with distributors and technology and manufacturing vendors ; results from current and / or future litigation or claims ; tax matters , including changes in tax legislation or assessments by taxing authorities ; acquisitions or divestitures by the Company or its competitors of various product lines or businesses and , in particular , integration of businesses that the Company may acquire ; changes to the Company 's intellectual property portfolio , such as the issuance of new patents , new intellectual property licenses , loss of licenses , claims of infringement or invalidity of patents ; regulatory and jurisdictional issues ( e . g . , technical requirements and changes , delays in obtaining necessary approvals , or changes in a jurisdiction 's regulatory scheme or approach , etc . ) involving the Company and its products specifically or the gaming industry in general ; general and casino industry economic conditions ; the financial health of the Company 's casino and distributor customers , suppliers and distributors , both nationally and internationally ; the Company 's ability to meet its debt service obligations , including the Notes , and to refinance its indebtedness , which will depend on its future performance and other conditions or events and will be subject to many factors that are beyond the Company 's control ; and various risks related to the Company 's customers ' operations in countries outside the United States , including currency fluctuation risks , which could increase the volatility of the Company 's results from such operations . Additional information on these and other risk factors that could potentially affect the Company 's financial results may be found in documents filed by the Company with the Securities and Exchange Commission , including the Company 's current reports on Form 8 - K , quarterly reports on Form 10 - Q and annual report on Form 10 - K . # # # 3