MGM Resorts International Completes $1.0 Billion Senior Notes Offering

LAS VEGAS, Sept. 19, 2012 /PRNewswire/ — MGM Resorts International (NYSE: MGM) today announced that it has completed its previously announced issuance of $1.0 billion in aggregate principal amount of 6.75% senior notes due 2020, which were issued at par.  The Company received approximately $985.8 million in net proceeds.

The Company intends to use the net proceeds of the offering to repay a portion of its indebtedness, which may include indebtedness under its senior credit facility and outstanding debt securities. 

“Strong investor demand allowed us to upsize this transaction to $1.0 billion at a rate of 6.75%, a coupon we have not achieved since early 2006,” said Dan D’Arrigo, Executive Vice President, CFO and Treasurer of MGM Resorts International.  “This transaction is another step in our plan to extend maturities and reduce borrowing costs to improve our free cash flow.”

The notes are general unsecured senior obligations of the Company, guaranteed by substantially all of the Company’s wholly owned domestic subsidiaries that 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.

The notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws and may not be offered or sold in the United States or to any U.S. persons absent registration under the Securities Act, or pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.  The notes were offered only to “qualified institutional buyers” under Rule 144A of the Securities Act and, outside the United States, to persons other than “U.S. persons” in compliance with Regulation S under the Securities Act.  In connection with the offering of the notes, the Company entered into a registration rights agreement pursuant to which it has agreed to use its reasonable best efforts to exchange the notes and related guarantees for registered notes and related guarantees with substantially identical terms in all material respects.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the notes, nor shall there be any offer, solicitation or sale of any notes in any jurisdiction in which such offer, solicitation or sale would be unlawful.  

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.  We have 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 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