LAS VEGAS, Dec. 6, 2012
/PRNewswire/ -- MGM Resorts International (NYSE: MGM) today
announced that it has priced a public offering of $1.25 billion in aggregate principal amount of
6.625% senior unsecured notes due 2021 at par. The transaction
is expected to close on December 20,
2012.
Barclays Capital Inc. ("Barclays") and J.P. Morgan Securities
LLC ("J.P. Morgan") will act as representatives of the underwriters
and Barclays, J.P. Morgan, Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Deutsche Bank Securities Inc., BNP Paribas
Securities Corp., RBS Securities Inc., Citigroup Global Markets
Inc., Credit Agricole Securities (USA) Inc. and SMBC Nikko Capital Markets
Limited will act as joint book-running managers for the proposed
offering.
The Company plans to use the net proceeds of the offering,
together with cash on hand and the proceeds from a new $4.0 billion amended and restated senior secured
credit facility, which will include a revolving credit facility,
term loan A and term loan B tranches, (i) to repurchase all of
its outstanding 13% senior secured notes due 2013,
10.375% senior secured notes due 2014, 11.125% senior secured
notes due 2017 and 9% senior secured notes due 2020
(the "Existing Secured Notes") tendered in the previously announced
tender offers, (ii) to fund the redemption and satisfaction
and discharge of any of the Existing Secured Notes that are not
tendered in the tender offers, (iii) to refinance its existing
senior credit facility, (iv) to pay transaction-related fees
and expenses and (v) for general corporate purposes.
The notes being offered will be general unsecured senior
obligations of the Company, guaranteed by substantially all of the
Company's wholly owned domestic subsidiaries which guarantee the
Company's other senior indebtedness, and equal in right of payment
with, or senior to, all existing or future unsecured indebtedness
of the Company and each guarantor.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or other jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
state or other jurisdiction.
The offering of the notes will be made under the Company's
existing effective shelf registration statement on file with the
Securities and Exchange Commission ("SEC"). The Company intends to
file a final prospectus supplement with the SEC for the note
offering to which this communication relates. When available, the
final prospectus supplement may be obtained for free by contacting
Barclays Capital Inc. at c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, NY
11717, or by calling toll free: 1-888-603-5847 or by emailing
barclaysprospectus@broadridge.com or by contacting J.P. Morgan
Securities LLC, 383 Madison Avenue, 3rd Floor, New York, NY 10179, Attention: Syndicate Desk,
or by calling toll free: 1-800-245-8812).
Statements in this release which are not historical facts are
"forward-looking" statements and "safe harbor statements" within
the meaning of Section 21E of the U.S. Securities Exchange Act
of 1934, as amended, and other related laws that involve risks
and/or uncertainties, including risks and/or uncertainties as
described in the Company's public filings with the Securities and
Exchange Commission. The Company has based those
forward-looking statements on management's current expectations and
assumptions and not on historical facts. Examples of these
statements include, but are not limited to, statements regarding
the Company's expectations to close on the sale of the notes and
how the Company will use the proceeds of the offering. These
forward-looking statements involve a number of risks and
uncertainties. Among the important factors that could cause
actual results to differ materially from those indicated in such
forward-looking statements include market conditions for corporate
debt generally, for the securities of gaming, hospitality and
entertainment companies and for the Company's indebtedness in
particular. In providing forward-looking statements, the
Company is not undertaking any duty or obligation to update these
statements publicly as a result of new information, future events
or otherwise except as required by law.
SOURCE MGM Resorts International