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GTECH FILES FOR INITIAL PUBLIC OFFERING

 GTECH FILES FOR INITIAL PUBLIC OFFERING
 WEST GREENWICH, R.I., June 8 /PRNewswire/ -- GTECH Holdings


Corporation, the parent of GTECH Corporation ("GTECH"), announced today that it has filed a registration statement for an initial public offering of 8.5 million shares of its common stock, of which 5.9 million shares are being sold by GTECH Holdings and 2.6 million shares are being sold by the selling stockholders. Certain selling stockholders will grant the underwriters an option to purchase an additional 1,275,000 shares to cover over-allotments. It is currently estimated that the initial public offering price will be between $17 and $20 per share. After the offering, there will be approximately 42.1 million shares outstanding (adjusted for a 3.34-for-1 stock split to be effected in connection with the offering).
 GTECH is the world's leading operator and supplier of computerized on-line lottery systems. The company operates on-line lottery systems for 24 of the 35 lottery authorities in the United States and has supplied or operates on-line lottery systems for 32 of the 40 international on-line lottery authorities. GTECH recently commenced operations in the video lottery business.
 In connection with the initial public offering, GTECH intends to replace its existing bank credit facility with a new $300 million unsecured revolving credit facility. The net proceeds of the common stock offering, together with approximately $82.5 million of additional borrowings under the new revolving credit facilities, will be used to fund a tender offer for all $115 million principal amount outstanding of GTECH's 14 percent Senior Subordinated Notes due 2000, to redeem all outstanding shares of GTECH's Senior Preferred Stock and to redeem in full GTECH's outstanding 12-3/4 percent Convertible Subordinated Debentures due 2005.
 In the tender offer, GTECH is offering to pay $1,130 per $1,000 principal amount of notes tendered, plus an early tender fee of $30 per $1,000 principal amount of notes tendered prior to 5 p.m. New York City time on July 7, 1992. Following completion of the stock offering, the Senior Preferred Stock will be called for redemption at a price of $26 per share plus accrued dividends, and the Convertible Debentures will be called for redemption at 103.825 percent of their principal amount plus accrued interest.
 The shares have been approved for listing on the New York Stock Exchange under the symbol GTK. It is currently anticipated that the common stock offering will be made in July 1992.
 Of the shares being offered, 6.8 million will be offered in the United States and Canada through underwriters led by Donaldson, Lufkin & Jenrette Securities Corporation, Lehman Brothers and Morgan Stanley & Co. Incorporated. 1.7 million shares are being offered in a concurrent international offering through managers led by Donaldson, Lufkin & Jenrette Securities Corporation, Lehman Brothers International Limited and Morgan Stanley International.
 GTECH Holdings Corporation was formed by DLJ Capital Corporation and members of senior management to acquire GTECH in an acquisition that was completed in February 1990. After completion of the offering, DLJ Capital Corporation and its affiliates will own approximately 54.5 percent and management will own approximately 15.6 percent of the common stock.
 A registration statement related to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
 -0- 6/8/92
 CONTACT: Craig Watson of GTECH, 401-392-1000/
 (GTK) CO: GTECH ST: Rhode Island IN: CNO SU: OFR


SH -- NE017 -- 8115 06/08/92 17:31 EDT
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Publication:PR Newswire
Date:Jun 8, 1992
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