Attached files
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8-K - 8-K - WYNN RESORTS LTD | wrl_92017x8kxwmlnotesclose.htm |
EX-99.1 - EXHIBIT 99.1 - WYNN RESORTS LTD | ex991x92017.htm |
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the
contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability
whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
This announcement is for informational purposes only and is not an offer to sell or the solicitation of an offer to buy securities in
the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
Neither this announcement nor anything herein forms the basis for any contract or commitment whatsoever. Neither this
announcement nor any copy hereof may be taken into or distributed in the United States. The securities referred to herein have
not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in
the United States absent registration or an applicable exemption from registration. No public offer of securities is to be made by
the Company in the United States.
(incorporated in the Cayman Islands with limited liability)
(Stock Code: 1128 and Debt Stock Code: 5983)
RESULTS OF TENDER OFFER
FOR REPURCHASE OF THE 2021 NOTES AND
CLOSING OF ISSUE OF
US$600 MILLION 4.875% SENIOR NOTES DUE 2024
(Note Stock Code: 5279)
US$750 MILLION 5.500% SENIOR NOTES DUE 2027
(Note Stock Code: 5280)
RESULTS OF TENDER OFFER FOR REPURCHASE OF THE 2021
NOTES
Reference is made to Wynn Macau, Limited’s (the “Company”) announcement dated 11 September
2017 (the “Launch Announcement”). Capitalized terms used and not otherwise defined in this
announcement have the meanings ascribed to them in the Launch Announcement.
This announcement is made by the Company pursuant to Rule 13.09 of the Listing Rules and the
Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter
571 of the Laws of Hong Kong).
* For identification purpose only
Exhibit 99.2
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The Tender Offer for repurchase of the 5.250% senior notes due 2021 issued by the Company
(CUSIP: 98313R AA4 and G98149 AA8; ISIN: US98313RAA41 and USG98149AA89) (the
“2021 Notes”) expired at 5:00 p.m. (New York Time) on 19 September 2017 (the “Expiration
Deadline”).
As at the Expiration Deadline, US$946.115 million principal amount of the 2021 Notes,
representing approximately 70.08% of the US$1,350 million total aggregate principal amount of the
2021 Notes outstanding as at such date, had been validly tendered and not validly withdrawn.
2021 Notes repurchased by the Company pursuant to the Tender Offer will be cancelled. Any 2021
Notes that remain outstanding after the Tender Offer will continue to be the obligations of the
Company. Holders of those outstanding 2021 Notes will continue to have all the rights associated
with those 2021 Notes.
The Settlement Date for the Tender Offer is currently expected to be not later than 20 September
2017 (New York Time). The Company’s obligation to accept for purchase, and to pay for, 2021
Notes validly tendered and not validly withdrawn pursuant to the Tender Offer is conditioned
upon certain conditions having occurred or having been waived by the Company, including the
completion of the issuance of the New Notes (as defined below).
For a detailed statement of the terms and conditions of the Tender Offer, holders of the 2021
Notes should refer to the Tender Offer Documents. Questions regarding the Tender Offer should
be directed to Deutsche Bank AG, Singapore Branch at One Raffles Quay, South Tower Level
17, Singapore 048583 (attention: Liability Management Group, +65 6423 5934), c/o Deutsche
Bank Securities Inc. at 60 Wall Street, 2nd Floor New York, New York 10005 (attention: Liability
Management Group, (855) 287-1922 (Call U.S. Toll-Free), (212) 250-7527 (Call Collect)).
CLOSING OF ISSUE OF SENIOR NOTES
Reference is also made to the Company’s announcement dated 14 September 2017 in relation to the
issue of US$600 million 4.875% Senior Notes due 2024 (the “2024 Notes”) and US$750 million
5.500% Senior Notes due 2027 (the “2027 Notes”, and together with the 2024 Notes, the “New
Notes”) and the formal notice dated 20 September 2017.
The Board is pleased to announce the closing of the issue of the New Notes on 20 September 2017.
The New Notes will be listed on The Stock Exchange of Hong Kong Limited on 21 September
2017.
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Principal Terms of New Notes
Issuer : the Company
Aggregate principal amount : US$600 million for the 2024 Notes
US$750 million for the 2027 Notes
Offering price : 100% of the principal amount of the New Notes
Issue date : 20 September 2017
Interest rate : 4.875% per annum with respect to the 2024 Notes and 5.500%
per annum with respect to the 2027 Notes, in each case payable
semiannually in arrears on 1 April and 1 October of each year.
Interest will accrue from 20 September 2017
Maturity date : 1 October 2024 for the 2024 Notes
1 October 2027 for the 2027 Notes
First interest payment due date : 1 April 2018
Securities Codes : 2024 Notes
Rule 144A:
CUSIP: 98313RAC0
ISIN: US98313RAC07
COMMON CODE: 168330910
2024 Notes
Regulation S:
CUSIP: G98149AC4
ISIN: USG98149AC46
COMMON CODE: 168330952
2027 Notes
Rule 144A:
CUSIP: 98313RAD8
ISIN: US98313RAD89
COMMON CODE: 168332190
2027 Notes
Regulation S:
CUSIP: G98149AD2
ISIN: USG98149AD29
COMMON CODE: 168332386
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The Company estimates that the net proceeds from the offering of the New Notes will be
approximately US$1,339.0 million after deducting the discounts and commissions of the Initial
Purchasers and estimated offering expenses payable by the Company. The Company intends to use
the net proceeds from the offering, together with other sources of funds available to the Company
and/or cash on hand, as applicable, to repurchase and redeem in full the 2021 Notes.
By Order of the Board
Wynn Macau, Limited
Stephen A. Wynn
Chairman
Hong Kong, 20 September 2017
As at the date of this announcement, the Board comprises Stephen A. Wynn, Ian Michael Coughlan and Linda Chen (as Executive
Directors); Matthew O. Maddox and Kim Sinatra (as Non-Executive Directors); Allan Zeman, Nicholas Sallnow-Smith, Bruce
Rockowitz and Jeffrey Kin-fung Lam (as Independent Non-Executive Directors).