GTECH Enters Into Agreement to Acquire On-Point Technology Systems Inc. Acquisition of Premier Instant Ticket Vending Machine Provider to Help GTECH Expand Core Lottery Business in Growing Segment of Lottery Instant Ticket Business WEST GREENWICH, R.I. and SAN DIEGO, Jan. 10 /PRNewswire/ -- GTECH Holdings Corporation, (NYSE: GTK) and On-Point Technology Systems, Inc. (Nasdaq: ONPT) announced today that they have entered into a definitive agreement under which GTECH has agreed to acquire, in a merger transaction, 100% of the issued and outstanding stock of On-Point. The definitive agreement calls for GTECH to pay $3.00 per share of On-Point, or approximately $43.0 million in aggregate, including amounts payable to warrant and option holders and approximately $5.2 million to be used to fund e-Point Technologies, Inc., a subsidiary of On-Point formed to receive certain of its non-lottery assets. ( Photo: newscom.com ) In addition, each shareholder of On-Point stock shall have the right to receive one share of common stock of e-Point for each two shares of On-Point held by such shareholder. The transaction is subject to the satisfaction of a number of conditions, including approval of the transaction by the stockholders of On-Point and obtaining necessary third party consents and approvals. The On-Point acquisition is part of GTECH's strategy for growing the Company's core lottery business while creating sustainable long-term shareholder value. The On-Point acquisition allows GTECH to expand its participation in the growing instant ticket market. The Company expects the acquisition will be earnings per share neutral in its fiscal year 2001, which ends in February 2001, however GTECH expects the acquisition will be accretive beginning in the 3rd quarter of fiscal 2001. On-Point has established itself as a leading provider of instant ticket vending machines, or ITVMs. On-Point's product offerings include PlayPoint (TM), a next generation ITVM that is capable of dispensing up to 20 instant ticket games, an industry first. Moreover, On-Point is a developer of leading edge automated instant ticket dispensing technology, including CounterPoint(TM), designed to be the most flexible automated countertop dispensing system in the world. "We believe there is significant opportunity to grow the instant ticket services portion of our core lottery business. The acquisition ideally positions GTECH to capitalize on changes in the global lottery retail environment while simultaneously positioning our customers to maximize a key component of their core offerings," said William Y. O'Connor, GTECH's Chairman and CEO. In 1998, worldwide instant ticket sales approached $28 billion, or approximately 20 percent of total lottery sales. In North America, instant ticket sales reached $15.5 billion, or 37 percent of total lottery sales on the continent. Instant ticket sales outside of North America were $12.2 billion, or 15 percent of total lottery sales. "The automation of the instant ticket segment of our industry is still in the early stages of developing to meet the technology requirements of the 21st century, and we aim to drive the rapid development of this segment of the instants market. Applying, integrating and connecting GTECH's and On-Point's technology is a big step forward in that strategy," added GTECH's O'Connor. Today, GTECH's online lottery systems validate approximately 70 percent of the world's instant tickets. GTECH's systems perform instant ticket validation functions for approximately 85 percent of the Company's domestic customers, and approximately 25 percent of its international customers. Revenue from providing instant ticket services accounted for less than 15 percent of GTECH's total revenue in Fiscal Year 1999. "The joining of GTECH and On-Point is the joining of two leaders," said Frederick Sandvick, On-Point Chairman and CEO. "By combining the unquestioned strength of GTECH's online lottery systems and services and On-Point's instant ticket business, we will provide lottery customers unsurpassed system integration." GTECH is the world's leading supplier of computerized online lottery products and services. Currently, GTECH has contracts to supply and/or operate lottery systems for 28 domestic customers and 54 customers outside the United States. For more information about the Company, please visit GTECH's website at gtech.com. Founded in 1990, On-Point Technology Systems, Inc. has pioneered the development of instant ticket vending machines and dispensing technology. On- Point's industry leading ITVM engineering has earned the company a 50 percent share of the world's installed ITVM base. For more information about On- Point, please visit their web site at onpt.com. This press release contains forward-looking statements including, without limitation, statements relating to the future operations and financial performance of this Company and the Company's future strategies. Such forward-looking statements reflect management's assessment based on information currently available, but are not guarantees and are subject to risks and uncertainties. These risks and uncertainties include, but are not limited to, GTECH's ability to successfully integrate On-Point into its business operations and the risks set forth in the Company's filings with the Securities and Exchange Commission, including its fiscal 1999 Form 10-K and subsequent filings. SOURCE GTECH -0- 01/10/2000 /CONTACT: Robert Rendine , Vice President -- Corp. Comm. of GTECH Corporation, 401-392-7452, or Lillian Armstrong or David Barnard, CFA of Lippert-Heilshorn & Assoc., 415-433-3777/ /Photo: newscom.com PR Newswire Photo Desk, 888-776-6555 or 201-369-3467/ /Web site: onpt.com /Web site: gtech.com (GTK ONPT) CO: GTECH; On-Point Technology Systems, Inc.; e-Point Technologies, Inc. ST: Rhode Island IN: CNO FIN SU: TNM *** end of story *** |