[6-K] International Game Technology PLC Current Report (Foreign Issuer)

Rhea-AI Filing Summary

International Game Technology PLC (NYSE: IGT), operating under the business name Brightstar Lottery, has filed a Form 6-K to announce the completion of the sale of its Gaming & Digital business to an Apollo Global Management–backed holding company on 1 July 2025. The divestiture triggers a strategic refocus on the global lottery segment and will be reflected in a ticker change to “BRSL” effective 2 July 2025; the CUSIP remains unchanged.

Management is deploying the sale proceeds in three key ways:

• $1.1 billion capital return to shareholders, split between a $3.00 per-share special cash dividend (record date 14 July 2025, payable 29 July 2025) and a $500 million share-repurchase authorization.
• $2.0 billion mandatory debt reduction, including prepayment of term loans, redemption of senior secured notes and repayment of revolving credit facilities.

The filing supplies no sale valuation or earnings impact data, but the combination of a sizeable cash distribution and leverage reduction signals management’s intent to streamline the balance sheet while rewarding existing holders. No shareholder action is required regarding the ticker or CUSIP.

Positive

• $1.1 billion total capital return via special dividend and share repurchase programme.
• $2 billion of debt reduction improves leverage and interest coverage.
• Ticker change to BRSL with unchanged CUSIP avoids administrative burden for shareholders.
• Completion of divestiture provides liquidity and strategic focus on core lottery operations.

Negative

• Sale removes exposure to Gaming & Digital, potentially reducing growth diversification.
• Mandatory use of $2 billion for debt repayment limits flexibility for alternative investments.

Insights

Financial Analyst

TL;DR – $1.1B cash back, $2B debt cut, divestiture sharpens lottery focus; overall balance-sheet positive.

The transaction crystallises value from non-core assets, funds a 9-figure shareholder payout and lowers leverage, all of which should support equity valuation. Although removing the higher-growth digital segment reduces diversification, the enlarged cash return plus debt repayment lowers risk and improves capital structure flexibility. In my view the net effect is accretive for existing shareholders, especially given no CUSIP change or administrative burden.

Gaming Industry Specialist

TL;DR – Focus on lottery creates strategic clarity but sacrifices digital upside; impact largely neutral near term.

Exiting Gaming & Digital leaves Brightstar Lottery a pure-play lottery operator. This tighter scope can improve regulatory focus and margin stability, yet forfeits exposure to the faster-growing iGaming space. The $3 special dividend and buyback soften the blow, but future growth now hinges on lottery market dynamics. Absent disclosed sale valuation, the long-term earnings impact is unclear, placing the announcement in neutral territory from an operational standpoint.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

For the month of July 2025

Commission File Number 001-36906

INTERNATIONAL GAME TECHNOLOGY PLC

(Translation of registrant’s name into English)

10 Finsbury Square, Third Floor

London, EC2A 1AF

United Kingdom

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F

☒

Form 40-F

☐

Brightstar Lottery Completes Sale of Gaming & Digital Business and Announces $1.1 billion Capital Return to Shareholders

On July 1, 2025, International Game Technology PLC (NYSE: IGT), doing business as Brightstar Lottery (the “Company”), announced that it has completed the sale of its Gaming & Digital business to a holding company owned by funds managed by affiliates of Apollo Global Management, Inc. (NYSE: APO) on July 1, 2025 (the “Transaction”). Effective July 2, 2025, the Company will begin trading on the New York Stock Exchange under its business name, Brightstar Lottery, and new ticker symbol, BRSL. The Company’s CUSIP will not change, and no action is needed from current shareholders.

The Company also announced a plan to return capital to shareholders totaling approximately $1.1 billion, comprised of a $3.00 per share special cash dividend and a $500 million share repurchase program. The special cash dividend is payable on July 29, 2025, to shareholders of record as of July 14, 2025. Additionally, the Company is obligated to use $2.0 billion of the proceeds from the Transaction to reduce debt. It is obligated to prepay certain term loan facilities and will satisfy the balance of the debt reduction obligation by redeeming certain senior secured notes and repaying revolving credit facilities.

A copy of the news release relating to the above matters is set forth in Exhibit 99.1, which is being furnished herewith.

Exhibit Number						Description
99.1						News Release "Brightstar Lottery Completes Sale of Gaming & Digital Business and Announces $1.1 billion Capital Return to Shareholders" dated July 1, 2025

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EXHIBIT INDEX

Exhibit Number						Description
99.1						News Release "Brightstar Lottery Completes Sale of Gaming & Digital Business and Announces $1.1 billion Capital Return to Shareholders" dated July 1, 2025

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: July 1, 2025			INTERNATIONAL GAME TECHNOLOGY PLC
			By:			/s/ Pierfrancesco Boccia
						Pierfrancesco Boccia
						Corporate Secretary

4

FAQ

Why is IGT changing its ticker symbol to BRSL?

Following the sale, the company will trade under its operating name, Brightstar Lottery (BRSL), effective 2 July 2025.

How much is the special dividend and when is it paid?

Shareholders of record on 14 July 2025 will receive a $3.00 per-share cash dividend payable 29 July 2025.

What is the size of the share-repurchase programme?

The Board authorised a $500 million buyback funded by the transaction proceeds.

How will Brightstar Lottery use the rest of the sale proceeds?

The company is obliged to allocate $2 billion toward debt reduction, including term-loan prepayments and note redemptions.

Do shareholders need to take any action because of the ticker change?

No. The CUSIP is unchanged, and the ticker switch happens automatically on 2 July 2025.

When did the sale to Apollo Global Management close?

The transaction closed on 1 July 2025, as disclosed in the Form 6-K.