Aristocrat Acquisition of VGT Presentation
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES.
Specific risks
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Major incidents
Aristocrat has a diverse and expansive supply chain footprint. However financial losses stemming from a natural disaster, civil or labour unrest, terror incident,
major fire or other incident are possible.
Brand names
Brand names are crucial assets to Aristocrat and the success of Aristocrat is heavily reliant on its reputation and branding. Unforeseen issues or events which place
Aristocrat's reputation at risk may impact on its future growth and profitability. The reputation and value associated with these brand names could be adversely
impacted by a number of factors, including quality control issues, disputes or litigation with third parties such as employees, suppliers or customers, or adverse
media coverage.
Litigation
If Aristocrat becomes involved in litigation or disputes, these could adversely affect Aristocrat's financial performance.
Tax
A change in tax law (including goods and services taxes and stamp duties), or changes in the way tax laws are interpreted in the various jurisdictions in which
Aristocrat operates, may impact the tax liabilities of Aristocrat and the assets in which it holds an interest.
Section 338(h)(10)
In summary, a Section 338(h)(10) tax election is an election to treat a stock acquisition of the target corporation generally as an asset acquisition. The acquisition is
expected to qualify for the election under Section 338(h)(10) of the US Tax Code to be treated for United States federal income tax purposes as a purchase by us of
the assets, rather than the stock, of VGT, with the attendant step-up in the basis of such assets for United States federal income tax purposes. There can be no
assurance, however, that the acquisition will qualify for such treatment. If the acquisition does not so qualify, or if we do not generate sufficient taxable income in the
U.S., the benefits to us will not be realised.
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