Attached files
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| EX-99.1 - EXHIBIT 99.1 - UNIVERSAL CITY DEVELOPMENT PARTNERS LTD | ex991.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
_____________________
FORM
8-K
CURRENT
REPORT
Pursuant
To Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of
Report (Date of Earliest Event Reported): October 27, 2009
UNIVERSAL
CITY DEVELOPMENT PARTNERS, LTD.
UCDP
FINANCE, INC.
(Exact
name of Registrant as specified in its charter)
_______________________
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Florida
Florida
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333-108661
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59-3128514
42-1581381
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(State
or other jurisdiction
of
incorporation or organization)
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(Commission
File Number)
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(I.R.S.
employer identification no.)
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1000
Universal Studios Plaza
Orlando,
FL
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32819-7610
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(Address
of principal executive offices)
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(Zip
code)
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(407)
363-8000
(Registrant’s
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 8.01 Other
Events.
On
October 27, 2009, Universal City Development Partners, Ltd. (“UCDP”) issued a
press release announcing the
pricing of the private placement offering of $400 million principal amount of
Senior Unsecured Notes due 2015 and $225 million principal amount of Senior
Subordinated Notes due 2016 of UCDP and UCDP Finance, Inc. A
copy of the press release is attached hereto as Exhibit 99.1 and is
incorporated by reference herein.
Item 9.01. Financial
Statements and Exhibits.
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(d)
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Exhibits
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Exhibit No.
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Description
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99.1
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Press
Release, dated October 27, 2009.
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Certain
information included in this Current Report on Form 8-K may be deemed to be
“forward-looking statements” within the meaning of Section 27A of the Securities
Act and Section 21E of the Exchange Act. Forward-looking statements give the
Registrants current expectations of forecasts of future events. All statements
other than statements of current or historical fact contained in this Statement
are forward-looking statements. Forward-looking statements include statements
concerning our plans, objectives, goals, strategies, future events, future
revenue or performance, capital expenditures, financing needs, plans or
intentions relating to acquisitions, business trends and other information that
is not historical information. When used in this report, the words “estimates,”
“expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,”
“forecasts” or future or conditional verbs, such as “will,” “should,” “could” or
“may” and variations of such words or similar expressions, are intended to
identify forward-looking statements. All forward-looking statements, including,
without limitation, management’s examination of historical operating trends and
data, are based upon our current expectations and various assumptions. Our
expectations, beliefs and projections are expressed in good faith and we believe
there is a reasonable basis for them. However, there can be no assurance that
management’s expectations, beliefs and projections will be
achieved.
Because
these forward-looking statements are subject to numerous risks and
uncertainties, our actual results may differ materially from those expressed in
or implied by such forward-looking statements. Some of the risks and
uncertainties that may cause such differences include, but are not limited to:
the risks and uncertainties relating to the global recession and its duration,
severity and impact on overall consumer activity; the substantial indebtedness
of us and of our subsidiaries; competition within the Orlando theme park market;
our dependence on Vivendi Universal Entertainment and its affiliates; the loss
of material intellectual property rights used in our business; the risks
inherent in deriving substantially all of our revenues from one location; the
dependence of our business on air travel; the loss of key distribution channels
for pass sales; publicity associated with accidents occurring at theme parks;
the seasonality of our business; risks related to unfavorable outcomes of our
legal proceedings; and the additional risks set forth in our Report on Form 10-K
as filed with the SEC on March 20, 2009, and our Report on Form 10-Q as filed
with the SEC on October 20, 2009, including those under the heading “Risk
factors.” There may also be other factors that may cause our
actual results to differ materially from those expressed in or implied by any
forward-looking statements contained in this report. The Registrants
caution you not to place undue reliance on these forward-looking statements,
which speak only as of the date of this Current Report on Form 8-K or as of the
date of the report or document in which they are contained, and the Registrants
undertake no obligation to update such information. The Registrants urge you to
carefully review and consider the disclosures made in this Current Report on
Form 8-K that attempt to advise interested parties of the risks and factors that
may affect their business.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrants have
duly caused this report to be signed on their behalf by the undersigned,
thereunto duly authorized.
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UNIVERSAL
CITY DEVELOPMENT PARTNERS, LTD.
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Date: October
27, 2009
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By:
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/s/
Tracey L. Stockwell
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Name:
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Tracey
L. Stockwell
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Title:
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Principal
Financial Officer
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UCDP
FINANCE, INC.
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Date: October
27, 2009
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By:
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/s/
Tracey L. Stockwell
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Name:
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Tracey
L. Stockwell
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Title:
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Principal
Financial Officer
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