SCHEDULE: De Agostini Solidifies Majority Voting Control in IGT PLC Following Gaming & Digital Business Divestiture
Ownership Update and Transaction Completion
De Agostini S.p.A. has solidified its significant voting control in International Game Technology PLC, holding an effective 59.21% voting interest, following the completion of the previously announced acquisition of IGT's Gaming & Digital business and Everi Holdings Inc. by Apollo Global Management affiliates.
Summary
- De Agostini S.p.A. filed Amendment No. 9 to its Schedule 13D regarding its holdings in International Game Technology PLC (IGT PLC).
- As of June 25, 2025, De Agostini beneficially owns 85,422,324 ordinary shares, representing 42.06% of the outstanding ordinary shares.
- Through IGT PLC's loyalty plan, De Agostini has elected to direct voting rights for 85,422,324 Special Voting Shares, each carrying 0.9995 votes.
- This grants De Agostini an effective voting interest of approximately 59.21% of the total voting power as of June 25, 2025.
- No other shareholders have elected to participate in the loyalty plan as of June 27, 2025.
- On July 1, 2025, Everi Holdings Inc. and IGT PLC's Gaming & Digital business were simultaneously acquired by Voyager Parent, LLC, an entity owned by funds managed by affiliates of Apollo Global Management, Inc. This transaction was based on definitive agreements executed on July 26, 2024.
Sentiment
Score: 7
Explanation: The filing is primarily an update on a completed, previously announced transaction and a confirmation of a major shareholder's significant voting control. It doesn't contain new financial performance data or unexpected events that would significantly shift sentiment. The completion of the divestiture could be seen as positive for IGT's strategic focus.
Positives
- De Agostini S.p.A. has a significant and controlling voting interest of approximately 59.21% in IGT PLC, providing strong influence over corporate decisions.
- The completion of the previously announced acquisition of IGT's Gaming & Digital business by Apollo Global Management affiliates indicates a strategic transaction has closed, potentially streamlining IGT's operations or providing capital.
Future Outlook
The document primarily reports on a completed transaction and current ownership structure. It does not provide explicit forward-looking statements or guidance from IGT PLC or De Agostini regarding future performance or strategy beyond the completed acquisition.
Management Comments
- "After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct." (Lorenzo Pellicioli, Chairman of De Agostini S.p.A.)
Industry Context
The acquisition of IGT's Gaming & Digital business by Apollo Global Management affiliates reflects ongoing consolidation and strategic realignments within the global gaming and lottery technology sectors. Private equity firms like Apollo continue to be active in acquiring established assets, seeking to optimize operations or integrate them into broader portfolios. This transaction specifically impacts the competitive landscape by combining parts of Everi and IGT's digital offerings under new ownership, potentially creating a stronger player in certain segments of the gaming market.
Stakeholder Impact
- Shareholders (IGT PLC): The completion of the Gaming & Digital business sale could impact IGT's future strategic direction and financial profile. De Agostini's solidified majority voting power (59.21%) means it has significant control over corporate decisions, potentially influencing other shareholders' ability to impact governance.
- Employees (IGT PLC Gaming & Digital): Employees of the divested Gaming & Digital business would now be part of the acquiring entity (Voyager Parent, LLC/Apollo Global Management), potentially experiencing changes in management, culture, or benefits.
- Customers (IGT PLC Gaming & Digital): Customers of the divested business will now be served by the new entity, which could lead to changes in service, product offerings, or relationships.
Key Dates
| Date | Description |
|---|---|
| 2015-04-15 | Initial Schedule 13D filed by De Agostini S.p.A. and DeA Partecipazioni S.p.A. |
| 2018-04-07 | Effective date for shareholders to become entitled to participate in IGT PLC's loyalty plan after holding ordinary shares continuously for three years. |
| 2018-05-25 | De Agostini S.p.A. elected to exercise its rights to participate in the loyalty plan for all its owned ordinary shares. |
| 2024-07-26 | Definitive agreements for the acquisition of Everi Holdings Inc. and IGT PLC's Gaming & Digital business by Apollo Global Management affiliates were executed. |
| 2025-06-25 | Date for outstanding ordinary shares (203,095,725), treasury shares (6,873,196), and Special Voting Shares (85,422,324) count. |
| 2025-06-27 | Date as of which De Agostini S.p.A. has the right to direct voting for 85,422,324 Special Voting Shares and no other shareholders have elected to participate in the loyalty plan. |
| 2025-07-01 | Date of event requiring this filing; completion of the Transaction where Everi Holdings Inc. and IGT PLC's Gaming & Digital business were simultaneously acquired by Voyager Parent, LLC. |
Keywords
International Game Technology PLC, IGT PLC, De Agostini S.p.A., Schedule 13D, Beneficial Ownership, Voting Power, Loyalty Plan, Special Voting Shares, Everi Holdings Inc., Apollo Global Management, Gaming & Digital Business, Acquisition, Merger, SEC Filing
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