Wynn Las Vegas Capital Corp. secures financing for Wynn Las Vegas LLC. Wynn Las Vegas Capital Corp. was incorporated in 2002 and is based inLas Vegas, Nevada. Wynn Las Vegas Capital Corp. operates as a subsidiary of Wynn Las Vegas, LLC.
3145 Las vegas Boulevard South
Las Vegas, NV 89109
Founded in 2002
Wynn Las Vegas, LLC and Wynn Las Vegas Capital Corp. Amends the Terms of their Previously Announced Solicitation of Consents
Feb 28 18
Wynn Resorts, Limited (the ‘Company’) announced that its subsidiaries, Wynn Las Vegas, LLC and Wynn Las Vegas Capital Corp. (the ‘Issuers’), have amended the terms of their previously announced solicitation of consents (the ‘Consent Solicitation’) from holders (the ‘Holders’) of their outstanding 4.25% Senior Notes due 2023 (the ‘Notes’) to a proposed amendment (the ‘Proposed Amendment’) to the indenture governing the Notes (the ‘Indenture’). The Issuers have extended the Consent Solicitation until 5:00 p.m., New York City time, on March 6, 2018, unless otherwise terminated or further extended (the ‘Expiration Time’). The Issuers have also amended the terms of the Consent Solicitation to provide for a consent fee equal to an aggregate of $12,500,000 payable at the consummation of the Consent Solicitation (payable to Holders that validly deliver (and do not validly revoke) their consents prior to the Expiration Time (‘Consenting Holders’) pro rata in accordance with the principal amount of Notes as to which consents were validly tendered (and not validly revoked) prior to the Expiration Time) (the ‘Consent Payment’) plus and an additional contingent payment payable to each Consenting Holder equal to 5% of the aggregate principal amount of Notes held by such Consenting Holder for which consents are validly delivered (and not validly revoked) minus the amount of the Consent Payment previously received by such Consenting Holder (the ‘Contingent Payment’). The Contingent Payment is payable upon the consummation of any transaction (a ‘Triggering Transaction’) that would have required the Issuers to make a Change of Control Offer with respect to the Notes pursuant to the Indenture as a result of the consummation of any transaction that would have been deemed a ‘Change of Control’ under the terms of the Indenture prior to the effectiveness of the Proposed Amendment (described below) solely with respect to the clause that will be removed by the Proposed Amendment. Whether a Triggering Transaction has occurred is determined at the time of such Triggering Transaction occurs and in accordance with the Indenture then in effect but without giving effect to the Proposed Amendment. The Proposed Amendment would conform the definition of ‘Change of Control’ relating to ownership of equity interests in the Company in the Indenture to the terms of the indentures governing the Issuers’ other outstanding notes.
Wynn Resorts, Limited Announces Commencement of Consent Solicitation by Wynn Las Vegas, LLC and Wynn Las Vegas Capital Corp
Feb 16 18
Wynn Resorts, Limited announced that Wynn Las Vegas, LLC and Wynn Las Vegas Capital Corp. have commenced a solicitation of consents (the “Consent Solicitation”) to a proposed amendment (the “Proposed Amendment”) to the indenture (the “Indenture”) governing the Issuers’ 4.25% Senior Notes due 2023 (the “Notes”). The Proposed Amendment would conform the definition of “Change of Control” relating to ownership of equity interests in the Company in the Indenture to the terms of the indentures governing the Issuers’ other outstanding notes. Subject to the terms and conditions of the Consent Solicitation, holders of Notes who validly deliver (and do not validly revoke) their consents prior to the Expiration Time will receive an aggregate cash payment of $10.0 million (the “Consent Payment”). The Consent Payment will be paid to the consenting holders pro rata in accordance with the principal amount of Notes as to which consents were validly tendered (and not revoked) prior to the Expiration Time. Adoption of the Proposed Amendment to the Indenture requires the consent of holders of a majority in aggregate principal amount of the then outstanding Notes that are not owned by the Issuers or any person directly or indirectly controlling or controlled by or under direct or indirect common control with either of the Issuers (the “Requisite Consents”). As of the date of this press release, there is $500.0 million in aggregate principal amount of the Notes outstanding. The Company anticipates that, promptly after receipt of the Requisite Consents (at or prior to the Expiration Time), the Company will notify U.S. Bank National Association, as trustee (the “Trustee”) that the Requisite Consents have been obtained and the Issuers, guarantors and the Trustee will execute a supplemental indenture with respect to the Indenture (the “Supplemental Indenture” and such time, the “Effective Time”). Although the Supplemental Indenture will become effective upon execution by the Issuers, the guarantors and the Trustee, the Proposed Amendment will only become operative upon payment of the Consent Payment by the Issuers, which the Issuers expect to make one business day after the Expiration Time. The Indenture will remain in effect, without giving effect to the Proposed Amendment, until the payment of the Consent Payment by the Issuers. The Consent Solicitation will expire on February 27, 2018, unless extended (the “Expiration Time”). The Consent Solicitation is being made upon the terms and is subject to the conditions set forth in the Consent Solicitation Statement, dated February 16, 2018 (as it may be amended or supplemented from time to time, the “Consent Solicitation Statement”). Holders of Notes will not be able to revoke their consents after the Expiration Time.