MGM MIRAGE announced yesterday that it closed the private offering of $845 million of its 9% senior secured notes due March 2020. The notes were issued at par with a four-year no call feature.
The Company received approximately $826 million in net proceeds from the offering, which have been applied to the prepayment of approximately $820 million of loans under its senior credit facility and to related fees and expenses.
The prepayment satisfied the requirement for a 20% reduction to the credit exposures of the Company’s lenders which agreed to the credit facility amendment announced on February 25. The prepayment also resulted in a re-tranching of the Company’s senior credit facility pursuant to a restatement of the related agreement.
“The closing of this much anticipated transaction is a milestone for our Company and its shareholders. It is a re-affirmation of our bank partners’ commitments and their long term view of our prospects. These transactions punctuate our many achievements over the last several months and provides our Company with a solid financial foundation,” said Jim Murren, Chairman and Chief Executive Officer of MGM MIRAGE.
“We are pleased with the strong level of interest this offering attracted and by the restatement of the Company’s senior credit facility. The restated credit facility permits the extension of a significant portion of our credit facilities to February of 2014. These events significantly enhance the liquidity and maturity profile of our Company,” said Dan D’Arrigo, Executive Vice President and Chief Financial Officer of MGM MIRAGE.
The notes are secured by a mortgage on MGM Grand Las Vegas and substantially all existing and future property of MGM Grand Hotel, LLC and (upon the receipt of required regulatory approvals) will be secured by a pledge of the limited liability company interests in MGM Grand Hotel, LLC.
The notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities law 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.