LAS VEGAS--(BUSINESS WIRE)--May. 22, 2013--
Wynn Resorts, Limited (NASDAQ: WYNN) announced today that Wynn Las
Vegas, LLC, an indirect wholly owned subsidiary of Wynn Resorts,
Limited, completed its previously announced cash tender offer (the
“Tender Offer”) for any and all of the 7 7/8% First Mortgage Notes due
2017 (the “2017 Notes”) issued by Wynn Las Vegas, LLC and Wynn Las Vegas
Capital Corp. (the “issuers”) and a solicitation of consents to certain
proposed amendments to the indenture (the “Indenture”) governing the
2017 Notes (the “Consent Solicitation”). The Tender Offer and Consent
Solicitation expired at midnight, New York City time, in the evening of
May 21, 2013 (the “Expiration Time”), and the issuers have received the
requisite consents from holders of the 2017 Notes in connection with the
Consent Solicitation to amend the Indenture. At the Expiration Time,
valid tenders had been received with respect to approximately $274.7
million of the $500.0 million aggregate principal amount of 2017 Notes
outstanding.
Wynn Las Vegas, LLC has accepted for payment all 2017 Notes validly
tendered prior to the Expiration Date. On May 22, 2013, tendering
holders received the tender offer consideration in the amount of
$1,071.45 for each $1,000 principal amount of 2017 Notes tendered.
In connection with the expiration of the Consent Solicitation, on May
22, 2013, the issuers entered into a supplemental indenture (the
“Supplemental Indenture”). The Supplemental Indenture became operative
when Wynn Las Vegas, LLC accepted for payment the 2017 Notes and the
related consents tendered prior to the Expiration Time. The Supplemental
Indenture amended the Indenture to eliminate substantially all of the
restrictive covenants and certain events of default from the Indenture.
D.F. King & Co., Inc. acted as the information agent and tender agent.
On May 22, 2013, the issuers also completed their previously announced
offering of $500.0 million aggregate principal amount of 4.25% Senior
Notes due 2023 (the “2023 Notes”). Wynn Las Vegas, LLC used a portion of
the net proceeds of the 2023 Notes offering to purchase the 2017 Notes
tendered in the Tender Offer. Wynn Las Vegas, LLC intends to satisfy and
discharge the Indenture governing the 2017 Notes and use the remaining
net proceeds from the 2023 Notes offering to redeem the 2017 Notes not
tendered.
This press release shall not constitute an offer to purchase or the
solicitation of an offer to sell or a solicitation of consents with
respect to the 2017 Notes. The Tender Offer and Consent Solicitation
were conducted in accordance with the terms of and subject to the
conditions specified in the Offer to Purchase and Consent Solicitation
Statement, dated May 15, 2013, and the related Letter of Transmittal,
which more fully set forth the terms and conditions of the Tender Offer
and Consent Solicitation.
The 2023 Notes have not been and will not be registered under the
Securities Act of 1933, as amended (the “Securities Act”), or under any
state securities laws. Therefore, the issuers may not offer or sell the
2023 Notes within the United States to, or for the account or benefit
of, any United States person unless the offer or sale would qualify for
a registration exemption from the Securities Act and applicable state
securities laws. This press release does not constitute an offer to sell
or a solicitation of an offer to buy the 2023 Notes described in this
press release, nor shall there be any sale of the 2023 Notes in any
state or jurisdiction in which such an offer, sale or solicitation would
be unlawful prior to registration or qualification under the securities
laws of any such jurisdiction.
Forward-Looking Statements
This release contains forward-looking statements, including those
related to the Tender Offer, the Consent Solicitation and the offering
of 2023 Notes. Forward-looking information involves important risks and
uncertainties that could significantly affect anticipated results in the
future, and, accordingly, such results may differ from those expressed
in any forward-looking statements. These risks and uncertainties
include, but are not limited to, competition in the casino/hotel and
resorts industries, the issuers’ dependence on existing management,
levels of travel, leisure and casino spending, general domestic or
international economic conditions, and changes in gaming laws or
regulations. Additional information concerning potential factors that
could affect the issuers’ financial results is included in Wynn Las
Vegas, LLC’s Annual Report on Form 10-K for the year ended December 31,
2012 and Quarterly Report on Form 10-Q for the fiscal quarter ended
March 31, 2013 and Wynn Las Vegas, LLC’s and Wynn Resorts, Limited’s
periodic reports filed with the Securities and Exchange Commission.
Neither Wynn Resorts, Limited nor the issuers are under any obligation
to (and expressly disclaim any such obligation to) update their
forward-looking statements as a result of new information, future events
or otherwise, except as required by law.
Source: Wynn Resorts, Limited
Wynn Resorts, Limited
Matt Maddox, 702-770-7000
Chief
Financial Officer & Treasurer
investorrelations@wynnresorts.com
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