LAS VEGAS, Oct. 12, 2017 /PRNewswire/ -- MGM Resorts
International (the "Company" or "MGM Resorts") (NYSE:MGM) today
announced that it received notice of an unsolicited "mini-tender"
offer by TRC Capital Corporation ("TRC Capital") to purchase up to
3 million shares of the Company's common stock at a price
of $29.50 per share in cash. The offering price is 4.25
percent below the closing price per share of the Company's common
stock on October 6, 2017, the last trading day before the
offer was commenced. The offer is for approximately 0.52 percent of
the Company's outstanding common stock.
The Company does not endorse TRC Capital's unsolicited
mini-tender offer and recommends that stockholders do not tender
their shares because the offer is at a price below the current
market price for the Company's common stock and subject to numerous
conditions. The Company is not affiliated or associated in any way
with TRC Capital, its mini-tender offer or the offer
documentation.
TRC Capital has made many similar mini-tender offers for shares
of other companies. Mini-tender offers seek to acquire less than 5
percent of a company's shares outstanding, thereby avoiding many
disclosure and procedural requirements of the U.S. Securities and
Exchange Commission (SEC) that apply to offers for more than 5
percent of a company's shares outstanding. As a result, mini-tender
offers do not provide investors with the same level of protections
as provided by larger tender offers under U.S. securities laws.
The SEC has cautioned investors that some bidders making
mini-tender offers at below-market prices are "hoping that they
will catch investors off guard if the investors do not compare the
offer price to the current market price." The SEC's guidance to
investors on mini-tender offers is available
at http://www.sec.gov/investor/pubs/minitend.htm.
The Company urges its stockholders to obtain current market
quotations for their shares, consult with their broker or financial
advisor, and exercise caution with respect to TRC Capital's
mini-tender offer. The Company recommends that stockholders who
have not responded to TRC Capital's offer take no action.
Stockholders who have already tendered their shares may withdraw
them at any time prior to the expiration of the offer, in
accordance with TRC Capital's offering documents. The offer is
currently scheduled to expire at 12:01
a.m. New York City time on
Tuesday, November 7, 2017. TRC
Capital may extend the offering period at its discretion.
The Company encourages brokers and dealers, as well as other
market participants, to review the SEC's letter regarding
broker-dealer mini-tender offer dissemination and disclosure
at http://www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.
The Company requests that a copy of this news release be
included with all distributions of materials relating to TRC
Capital's mini-tender offer related to the Company's common
stock.
ABOUT MGM RESORTS INTERNATIONAL
MGM Resorts International (NYSE: MGM) is an S&P
500® global entertainment company with national and
international locations featuring best-in-class hotels and casinos,
state-of-the-art meetings and conference spaces, incredible live
and theatrical entertainment experiences, and an extensive array of
restaurant, nightlife and retail offerings. MGM Resorts creates
immersive, iconic experiences through its suite of Las
Vegas-inspired brands. The MGM Resorts portfolio encompasses 27
unique hotel offerings including some of the most recognizable
resort brands in the industry. The company is expanding throughout
the U.S. and around the world, developing MGM Springfield
in Massachusetts and MGM COTAI in Macau, and
debuting the first international Bellagio branded hotel
in Shanghai. The 77,000 global employees of MGM Resorts are
proud of their company for being recognized as one of FORTUNE®
Magazine's World's Most Admired Companies®. For more information
visit us at www.mgmresorts.com.
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SOURCE MGM Resorts International