GTK Gtech

GTECH Holdings Corporation Conducts Annual Meeting Board Members Re-Elected; Employee Stock Purchase Plan Approved; Number of Authorized Shares of Common Stock Increased; Appointment of Auditors Ratified WEST GREENWICH, R.I., Aug. 2 /PRNewswire-FirstCall/ -- GTECH Holdings Corporation (NYSE:GTK) held its Annual Shareholders Meeting today at which three members of its Board of Directors were re-elected; the Company's Employee Stock Purchase Plan was approved; the Company's authorized shares of common stock increased; and the Company's independent certified public accountants were ratified as auditors. Re-Election of Board of Directors Ms. Christine M. Cournoyer, Mr. Robert M. Dewey, Jr., and Mr. Philip R. Lochner, Jr. were re-elected to the Board of Directors for three-year terms. As directors of GTECH, Ms. Cournoyer has served since 2003, Mr. Dewey since 1995, and Mr. Lochner since 2001. Approval of 2004 Employee Stock Purchase Plan GTECH shareholders approved the Company's 2004 Employee Stock Purchase Plan, which authorizes the issuance of up to 650,000 shares of common stock, or 1.3 million shares on a post-split basis, adjusted to reflect a 2-for-1 stock split which took effect on July 30, 2004. The plan is designed to provide a convenient method for employees to purchase equity in the Company. Ownership of common stock by employees serves to more closely align the interests of employees with those of shareholders in having the Company prosper and the common stock value increase. Number of Authorized Shares of Common Stock Increased GTECH shareholders approved the amendment to the Certificate of Incorporation to increase the number of shares of common stock authorized for issuance from 150 million to 200 million. The Company has no immediate plans to use its shares as currency for any specific acquisition, however, it provides the needed flexibility should the opportunity arise. Ratification of Appointment of Auditors GTECH shareholders also ratified the selection of Ernst & Young LLP, independent certified public accountants, as auditors for GTECH for its current fiscal year which ends on February 26, 2005. "By the numbers, fiscal 2004 was a year of milestones for GTECH. We set new records for revenues, gross profit margins, earnings per share, and cash from operations," said GTECH President and CEO W. Bruce Turner. "Fiscal 2004 also marked the successful culmination of our repositioning efforts of the past four to five years. While our lottery business still accounts for the largest percentage of our revenues, and will for the foreseeable future, GTECH is now a growing global provider of transaction processing solutions for three vertical markets: lottery, gaming, and commercial services." Commenting on the state of the Company, GTECH Chairman of the Board Robert M. Dewey, Jr. said, "Over the course of my nine years on the Board, and especially the past four years, I have seen GTECH successfully transform itself strategically, fiscally, operationally, technically, and even culturally. GTECH has succeeded because, over time, the Company developed a focused, achievable strategy, strong fiscal discipline, and a competent and committed management team, with a hard-working team of employees executing the strategy," continued Mr. Dewey. "There is no doubt in my mind that GTECH will succeed in achieving its future goals and objectives." Certain statements contained in this press release are forward looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The Company identifies forward looking statements by words such as "may," "will," "should," "could," "expect," "plan," "anticipate," "intend," "believe," "estimate," "continue," or similar words that refer to the future. Such statements include, without limitation, statements relating to the prospects and financial outlook for the Company, which reflect management assumptions regarding: (i) the future prospects for and stability of the lottery industry and other businesses in which the Company is engaged or expects to be engaged, (ii) the future operating and financial performance of the Company (including, without limitation, expected future growth in revenues, profit margins and earnings per share), and (iii) the ability of the Company to retain existing business and to obtain and retain new business. Such forward looking statements reflect management's assessment based on information currently available, but are not guarantees and are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in the forward looking statements. These risks and uncertainties include, but are not limited to, those set forth above, in the Company's subsequent press releases and on reports by the Company on Forms 10-K, 10-Q and 8-K, and other reports and filings with the Securities and Exchange Commission, as well as risks and uncertainties respecting: (i) the potential impact of extensive and evolving government regulations upon the Company's business; (ii) the ability of the Company to continue to retain and extend its existing contracts and win new contracts; (iii) the possibility of slower than expected growth or declines in sales of lottery and gaming goods and services by the Company or the Company's customers; (iv) exposure to foreign currency fluctuations; (v) risks and uncertainties inherent in doing business in foreign jurisdictions; (vi) the relatively large percentage of the Company's revenues attributable to a relatively small number of the Company's customers; (vii) the possibility of significant fluctuation of quarterly operating results; (viii) the intensity of competition in the lottery and gaming industries; (ix) the possibility of substantial penalties under and/or termination of the Company's contracts; (x) the ability of the Company to respond to technological change and to satisfy the future technological demands of its customers; (xi) opposition to expansion of lottery and gaming; (xii) the Company's ability to attract and retain key employees; and (xiii) the possibility of adverse determinations in pending legal proceedings. GTECH, a leading global information technology company with over $1 billion in revenues and more than 5,500 people in 45 countries, provides software, networks, and professional services that power high-performance, transaction processing solutions. The Company's core market is the lottery industry, with a growing presence in commercial gaming technology and financial services transaction processing. For more information about the Company, please visit GTECH's website at http://www.gtech.com/. Contact: Robert K. Vincent Public Affairs GTECH Corporation 401-392-7452 DATASOURCE: GTECH CONTACT: Robert K. Vincent, Public Affairs of GTECH Corporation, +1-401- 392-7452 Web site: http://www.gtech.com/

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