Caesars Entertainment, Inc., on Friday released results of an early settlement of its previously announced tender offer.
The offer, by its indirect wholly owned subsidiaries, Caesars Resort Collection, LLC and CRC Finco, Inc., together referred to in the related documents as the “issuers,” is to purchase for cash up to $1.2 billion of the issuers' outstanding 5.250% Senior Notes due 2025.
As of 5 p.m., New York City time, on September 23, the withdrawal deadline passed and the notes tendered pursuant to the tender offer no longer may be withdrawn, except in limited circumstances, Caesars said.
The aggregate principal amount of notes validly tendered and not validly withdrawn at or prior to the early tender deadline, is $889.2m, or 52.31% of the outstanding principal amount. The tender consideration was $875.9m, plus early tender premiums of $26.6m, for total consideration of $902.6m.
In addition to the total tender offer consideration, accrued and unpaid interest from the last interest payment date up to, but not including the date on which the consideration will be paid, which is expected to occur on September 24, will be paid by the company in same day funds on the early settlement date on all validly tendered notes accepted for purchase in the tender offer, Caesars explained.
The tender offer will expire at 12 midnight, New York City time, on October 7, unless extended.
Holders of the early tender notes will receive the total tender offer consideration, which includes the early tender payment for the notes of $1,015 per $1,000 principal amount of notes tendered.
Holders who validly tender their notes after the early tender deadline and at or prior to the expiration time and whose notes are accepted for purchase will be eligible to receive only the late tender offer consideration. Accrued and unpaid interest will be paid on all notes validly tendered and accepted for purchase from the last interest payment date up to, but not including, the applicable settlement date.
Subject to conditions to the tender offer, the company said it expects to accept for purchase any remaining notes that have been validly tendered and not validly withdrawn.
The issuers' obligation to accept for purchase, and to pay for, notes validly tendered and not validly withdrawn pursuant to the tender offer is subject to the satisfaction or waiver of certain conditions, including, among others, the condition that Caesars Entertainment, Inc., has completed a debt financing on terms and conditions satisfactory to it yielding net cash proceeds of at least $1 billion.
Because, following the early settlement date, the tender offer was not fully subscribed, the issuers intend to issue a notice of redemption to redeem $1.2 billion of the notes less the amount of notes tendered on or about October 15, at the redemption price, expressed as a percentage of principal amount, of 101.313%, plus accrued and unpaid interest.
The issuers have retained Credit Suisse Securities (USA) LLC to act as dealer manager in connection with the tender offer.