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Lawyers in the San Francisco and Menlo Park offices of O’Melveny & Myers advised International Game Technology Inc., a maker of video poker and slot machines for casinos, in a complex $843 million, 30-year convertible debt deal. The deal took only three weeks to complete, despite a number of issues that added to its complexity. “Because it was a convertible debt deal, there were a lot of bells and whistles,” said Stephanie Splane, the lead partner on the deal for O’Melveny. Under certain circumstances, IGT may have to pay contingent interest, a complicated feature that took much time to complete, said Splane. The deal’s numerous options also proved challenging for the attorneys, who worked nights and weekends to complete it as quickly as possible. The deal’s small time frame stemmed from IGT’s wish to capitalize on its good stock price and low interest rates. Given the current volatility of the market, the company felt there was no time to lose. The second phase of the transaction will involve a shelf registration statement to register the resale of the securities. O’Melveny has represented IGT for 17 years. Irvine-based partner Joseph “Jay” Herron co-led the deal with Splane. Tax partner Robert Rizzi worked on the deal out of Menlo Park. Associates Loren Weber and Daniel Jablonsky also worked out of the Irvine office. Attorneys in the New York office of Cleary, Gottlieb, Steen & Hamilton represented Goldman, Sachs & Co., the underwriter. Partner Leslie Silverman led the deal for Goldman, Sachs. AMI SEMICONDUCTOR INC. Attorneys in the Menlo Park office of Davis Polk & Wardwell represented Pocatello, Idaho-based AMI Semiconductor Inc. on a $200 million high-yield note offering. The notes will be guaranteed by AMIS Holdings Inc. in addition to certain domestic subsidiaries. “The ability to bring a semiconductor high-yield deal in this market was limited and achievable only because AMI is profitable, unlike many of its competitors,” said Alan Denenberg, the lead partner on the transaction at Davis Polk. Founded more than 30 years ago, AMI Semiconductor builds custom-made semiconductors. The company’s ability to design and produce product-specific semiconductors is one of the reasons it’s remained profitable in this economy, said Denenberg. “Because they’re custom, AMI produces them for life of product which gives them a good production run.” The deal took about a year to complete because of market volatility. Davis Polk corporate associates Sarah Solum and Timothy French, tax associate Max Calne, and benefits partner Jean McLoughlin and associate Cynthia Akard also worked on the deal. The New York office of Cravath, Swaine & Moore advised AMIS Holdings. Partner Kris Heinzelman led the deal.

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