Eldorado Resorts, Inc. Announces Pricing of Senior Notes Offering
March 15 2017 - 2:25PM
Business Wire
Eldorado Resorts, Inc. (NASDAQ: ERI) (“Eldorado,” “ERI,” or
the “Company”) announced today that Eagle II Acquisition Company
LLC (the “Escrow Issuer”), a wholly owned subsidiary of ERI, priced
its previously announced offering of $375 million in aggregate
principal amount of senior notes due 2025 (the “Notes”) at an
interest rate of 6.000% per annum and an issue price equal to 100%
of the principal amount of the Notes. The offering is expected to
close on or about March 29, 2017, subject to customary closing
conditions.
The proceeds of the offering initially will be placed in escrow
pending satisfaction of certain conditions, including consummation
of ERI’s pending acquisition (the “Isle Acquisition”) of Isle of
Capri Casinos, Inc. (“Isle”). Upon satisfaction of such conditions,
ERI will assume Escrow Issuer’s obligations under the Notes and the
indenture that will govern the Notes, and certain of ERI’s
subsidiaries (including Isle and certain of its subsidiaries) will
guarantee ERI’s obligations under the Notes.
Upon satisfaction of the escrow conditions, ERI intends to apply
the net proceeds of the sale of the Notes, together with borrowings
under a proposed new $1.45 billion term loan, borrowings under a
proposed new $300 million revolving credit facility and cash on
hand, to (i) pay the cash portion of the consideration payable in
the Isle Acquisition, (ii) refinance all of the debt outstanding
under Isle’s existing credit facility, (iii) redeem or otherwise
repurchase all of Isle’s outstanding 5.875% Senior Notes due 2021
and 8.875% Senior Subordinated Notes due 2020, (iv) repay all
amounts outstanding under the Company’s existing credit facility
and (v) pay fees and costs associated with the Isle Acquisition and
such financing transactions.
The Notes will be offered to qualified institutional buyers
under Rule 144A of the Securities Act of 1933, as amended (the
“Securities Act”) and to persons outside the United States under
Regulation S of the Securities Act. The Notes will not be
registered under the Securities Act, and, unless so registered, may
not be offered or sold in the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable
state securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities, nor shall there be any
sale of securities in any state or jurisdiction in which such
offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Eldorado Resorts, Inc.
Eldorado Resorts, Inc. is a casino entertainment company that
owns and operates six properties in five states, including the
Eldorado Resort Casino and the Silver Legacy Resort Casino
(currently a 50/50 joint venture with MGM Resorts International) in
Reno, NV; the Eldorado Resort Casino in Shreveport, LA; Scioto
Downs Racino in Columbus, OH; Mountaineer Casino Racetrack &
Resort in Chester, WV; and Presque Isle Downs & Casino in Erie,
PA. For more information, please visit www.eldoradoresorts.com.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Forward-looking statements include statements regarding
the timing and completion of the offering and the other financing
transactions described herein and the timing and completion of the
Isle Acquisition. Although our expectations, beliefs and
projections are expressed in good faith and with what we believe is
a reasonable basis, there can be no assurance that these
expectations, beliefs and projections will be realized. Factors
that may cause actual results to vary from our expectations include
our ability to obtain regulatory approvals that are required for
the consummation of the Isle Acquisition, our ability to obtain
financing required to consummate the Isle Acquisition on terms and
conditions satisfactory to us and other matters discussed documents
we file with the Securities and Exchange Commission (SEC). More
information on potential risks and uncertainties is available in
our recent filings with the SEC, including our reports on Form
10-K, Form 10-Q and Form 8-K. In light of these and other risks,
uncertainties and assumptions, the forward-looking events discussed
in this press release might not occur. These forward-looking
statements speak only as of the date of this press release, even if
subsequently made available on our website or otherwise, and we do
not intend to update publicly any forward-looking statement to
reflect events or circumstances that occur after the date on which
the statement is made, except as may be required by law.
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version on businesswire.com: http://www.businesswire.com/news/home/20170315006295/en/
Eldorado Resorts, Inc.Thomas
ReegPresident775-328-0112investorrelations@eldoradoresorts.comorJCIRJoseph
N. Jaffoni, Richard Land212-835-8500eri@jcir.com
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