LAS VEGAS, March 3, 2020 /PRNewswire/ -- MGM Resorts
International (the "Company") (NYSE: MGM) today announced the early
tender results in connection with the previously announced tender
offers (the "Tender Offers") by the Company to purchase up to
$750,000,000 in aggregate principal
amount (the "Aggregate Maximum Tender Amount") of its outstanding
5.750% Senior Notes due 2025 (the "5.750% Notes"), 5.500% Senior
Notes due 2027 (the "5.500% Notes") and 4.625% Senior Notes due
2026 (the "4.625% Notes" and, collectively with the 5.750% Notes
and the 5.500% Notes, the "Notes"). Pursuant to the terms of the
Tender Offers, the Company will only accept for purchase (i) 5.750%
Notes having an aggregate principal amount of up to $325,000,000, (ii) 5.500% Notes having an
aggregate principal amount of up to $325,000,000 and (iii) 4.625% Notes having an
aggregate principal amount of up to $100,000,000 (collectively, the "Tender Caps").
The early tender period in respect of the Tender Offers expired at
5:00 p.m., New York City time, on March 2, 2020 (the "Early Tender
Deadline"). As of the Early Tender Deadline, $946,207,000 in aggregate principal amount of
5.750% Notes, or 94.62% of the principal amount outstanding,
$938,914,000 in aggregate principal
amount of 5.500% Notes, or 93.89% of the principal amount
outstanding and $428,110,000 in aggregate principal amount of
4.625% Notes, or 85.62% of the principal amount outstanding, had
been validly tendered and not withdrawn. The Company has accepted
for purchase in the Tender Offers $324,999,000 in aggregate principal amount of
5.750% Notes, $325,000,000 in
aggregate principal amount of 5.500% Notes and $100,000,000 in aggregate principal amount of
4.625% Notes (collectively, the "Accepted Securities"), which, in
each case, represents the maximum amount of the Tender Cap
applicable to each series of Notes after giving effect to proration
for amounts tendered in excess of the Tender Caps. On March 4,
2020 (the "Early Settlement Date"), those holders who validly
tendered Accepted Securities prior to the Early Tender Deadline
will receive the total consideration of $1,140.00 per $1,000 principal amount of 5.750% Notes tendered,
$1,130.00 per $1,000 principal amount of 5.500% Notes tendered
and $1,080.00 per $1,000 principal amount of 4.625% Notes tendered,
as applicable, plus any accrued and unpaid interest on the Notes up
to, but not including, the Early Settlement Date. The withdrawal
rights of tendering holders have expired.
The offer period will expire at midnight, New York City time, on March 16, 2020, unless extended (such time and
date, as the same may be extended, the "Expiration Time"). However,
because the amount of Notes that were validly tendered as of the
Early Tender Deadline exceeded the Aggregate Maximum Tender Amount,
holders who validly tender any Notes after the Early Tender
Deadline will not have any of their Notes accepted for purchase.
The Notes not accepted for purchase will be promptly returned or
credited to the holder's account.
The consummation of the Tender Offers is not conditioned upon
any minimum amount of Notes being tendered. However, the
Tender Offers are subject to, and conditioned upon, the
satisfaction or waiver of certain conditions described in the Offer
to Purchase, copies of which may be obtained by contacting D.F.
King & Co., Inc., as Information Agent and Depositary toll-free
at (800) 714-2193 or collect at (212) 269-5550 and at
mgmresorts@dfking.com. The Offer to Purchase also addresses
certain U.S. federal income tax consequences. Holders should seek
their own advice based on their particular circumstances from an
independent tax advisor.
This press release is neither an offer to purchase nor a
solicitation of an offer to sell securities. No offer,
solicitation, purchase or sale will be made in any jurisdiction in
which such offer, solicitation, or sale would be unlawful.
The Tender Offers are being made solely pursuant to terms and
conditions set forth in the Offer to Purchase.
The dealer manager for the Tender Offers is Barclays Capital
Inc. (the "Dealer Manager"). Any questions regarding the
terms of the Tender Offers should be directed to the Dealer Manager
toll-free at (800) 438-3242, collect at (212) 528-7581 or Barclays
Capital Inc., 745 Seventh Avenue, 5th Floor New York, New York 10019, Attn: Liability
Management Group. Any questions regarding procedures for
tendering Notes should be directed to the Information Agent for the
Tender Offers, D.F. King & Co., Inc., toll-free at (800)
714-2193 or collect at (212) 269-5550.
Copies of the Offer to Purchase are available from the
Information Agent and Depositary and at the following email
address: mgmresorts@dfking.com.
About MGM Resorts International
MGM Resorts International (NYSE: MGM) is an S&P 500® global
entertainment company with national and international locations
featuring best-in-class hotels and casinos, state-of-the-art
meetings and conference spaces, incredible live and theatrical
entertainment experiences, and an extensive array of restaurant,
nightlife and retail offerings. MGM Resorts creates immersive,
iconic experiences through its suite of Las Vegas-inspired brands. The MGM Resorts
portfolio encompasses 29 unique hotel and destination gaming
offerings including some of the most recognizable resort brands in
the industry. Expanding throughout the U.S. and around the world,
the company recently acquired the operations of Empire City Casino
in New York and Hard
Rock Rocksino in Ohio,
which was rebranded as MGM Northfield Park. In 2018, MGM Resorts
opened MGM Springfield in Massachusetts, MGM COTAI in Macau, and the first Bellagio-branded hotel in
Shanghai. The over 80,000 global
employees of MGM Resorts are proud of their company for being
recognized as one of FORTUNE® Magazine's World's Most Admired
Companies®. For more information visit us
at www.mgmresorts.com.
Forward-Looking Statements
Statements in this release that are not historical facts are
"forward-looking" statements and "safe harbor statements" within
the meaning of the Private Securities Litigation Reform Act of 1995
that involve risks and/or uncertainties, including those described
in the Company's public filings with the SEC. The Company has based
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, the completion of the
Tender Offers. 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 effects of economic
conditions and market conditions in the markets in which the
Company operates and competition with other destination travel
locations throughout the United
States and the world, the design, timing and costs of
expansion projects, risks relating to international operations,
permits, licenses, financings, approvals and other contingencies in
connection with growth in new or existing jurisdictions and
additional risks and uncertainties described in the Company's Form
10-K, Form 10-Q and Form 8-K reports (including all amendments to
those reports). 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. If the Company updates one
or more forward-looking statements, no inference should be drawn
that it will make additional updates with respect to those other
forward-looking statements.
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MGM RESORTS
CONTACTS:
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Investment
Community
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News Media
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AARON
FISCHER
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BRIAN
AHERN
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Chief Strategy
Officer
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Director of Media
Relations
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(702) 693-7152 or
afischer@mgmresorts.com
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media@mgmresorts.com
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SOURCE MGM Resorts International