Isle Of Capri Casinos, Inc. Commences Offer to Purchase and Consent Solicitation
February 18 2004 - 9:10AM
PR Newswire (US)
Isle Of Capri Casinos, Inc. Commences Offer to Purchase and Consent
Solicitation BILOXI, Miss., Feb. 18 /PRNewswire-FirstCall/ -- Isle
of Capri Casinos, Inc. announced today that it is commencing an
offer to purchase and consent solicitation for any and all of its
outstanding 8 3/4% Senior Subordinated Notes (the "Notes") due
2009. There is $390,000,000 principal amount of Notes outstanding.
The offer to purchase will expire at 5:00 p.m., New York City time
on March 16, 2004, unless extended orearlier terminated. The
consent solicitation will expire at 5:00 p.m., New York City time
on March 2, 2004, unless extended. Holders tendering their Notes
will be deemed to have delivered their consent to certain proposed
amendments to the indenture governing the Notes, which will
eliminate certain covenants and certain provisions relating to
events of default and amend certain other related provisions.
Holders may not tender their Notes without also delivering consents
or deliver consents withoutalso tendering their Notes. The purchase
price for each $1,000 principal amount of Notes validly tendered
and not revoked on or prior to the expiration date of the offer to
purchase will be $1,041.98. Holders who validly tender Notes will
also be paid accrued and unpaid interest up to but not including
the date of payment for the Notes. If the requisite number of
consents required to amend the indenture is received and the offer
to purchase is consummated, Isle of Capri Casinos, Inc. will make a
consent payment of $10.00 per $1,000 principal amount of Notes for
which consents have been validly delivered and not revoked on or
prior to the expiration date of the consent solicitation. Holders
who validly tender their Notes after the expiration date of the
consent solicitation will receive only the purchase price for the
Notes but not the consent payment. The purchase price for the Notes
and the consent payment for Notes tendered on or before the
expiration date of the consent solicitation are expected to be paid
promptly following the expiration date of the consent solicitation.
The purchase price for the Notes tendered on or before the
expiration date of the offer to purchase is expected to be paid
promptly following the expiration date of the offer to purchase.
The terms of the offer to purchase and consent solicitation,
including the conditions to Isle of Capri Casinos, Inc.'s
obligations to accept the Notes tendered and consents delivered and
pay the purchase price and consent payments, are set forth in Isle
of Capri Casinos, Inc.'s Offer to Purchase and Consent Solicitation
Statement, dated February 18, 2004. One of the conditions is Isle
of Capri Casinos, Inc. having available funds to be raised from a
private offering of $425,000,000 senior subordinated notes due
2014. Such offering, if any, will not be registered under the
Securities Act of 1933 and may not be offered or sold in the United
States absent registration or an applicable exemption from the
registration requirements of the Securities Act of 1933. Isle of
Capri Casinos, Inc. may amend, extend or terminate the offer to
purchase and consent solicitation at any time in its sole
discretion without making any payments with respect thereto.
Deutsche Bank Securities Inc. and CIBC World Markets Corp. are the
Dealer Managers for the offer to purchase and the Solicitation
Agents for the consent solicitation. Questions or requests for
assistance may be directed to Deutsche Bank Securities Inc.
(telephone: (212) 250-4270 (collect)) or CIBC World Markets Corp.
(telephone: 1-800-274-2746). Requests for documentation may be
directed to D. F. King & Co., Inc., the Information Agent
(telephone: (800) 669-5550). This press release does not constitute
an offer or solicitation to purchase or a solicitation of consents
with respect to the Notes. That offer or solicitation will be made
only by means of the Offer to Purchase and Consent Solicitation
Statement. Isle of Capri Casinos, Inc. owns and operates 17
riverboat, dockside and land-based casinos at 15 locations,
including Biloxi, Vicksburg, Lula and Natchez, Mississippi; Bossier
City and Lake Charles (two riverboats), Louisiana; Black Hawk (two
land-based casinos) and Cripple Creek, Colorado; Bettendorf,
Davenport and Marquette, Iowa; Kansas City and Boonville, Missouri;
Freeport, Grand Bahama Island; and Dudley, England, UK. The company
also operates Pompano Park Harness Racing Track in Pompano Beach,
Florida. As a publicly held company, we regularly file reportswith
the Securities and Exchange Commission (the "SEC"). These reports
are required by the Securities Exchange Act of 1934 and include: -
Annual Reports on Form 10-K; - Quarterly Reports on Form 10-Q; -
Current Reports on Form 8-K; and -All amendments to those reports.
Our Internet website is http://www.islecorp.com/. We make our
filings available free of charge on our Internet website as soon as
reasonably practical after we electronically file or furnish such
reports to the SEC. You may read and copy the reports, statements
and other information we file with the SEC at the SEC's public
reference room at 450 Fifth Street, N.W., Washington D.C. 20546.
You can request copies of these documents by writing to the SEC but
must payphotocopying fees. Please call the SEC at 1-800-SEC-0330
for further information on the operation of the public reference
rooms. Our SEC filings are also available to the public on the
SEC's Internet site (http://www.sec.gov/). Contact: Allan
B.Solomon, Executive Vice President, 561-995-6660 Rex Yeisley,
Chief Financial Officer, 228-396-7052 Lori Hutzler, Director of
Corporate Communications, 228-396-7031 http://www.islecorp.com/
This press release contains forward-looking statements which are
subject to change. These forward-looking statements may be
significantly impacted, either positively or negatively by various
factors, including without limitation, licensing, and other
regulatory approvals, financing sources, development and
construction activities, costs and delays, permits, weather,
competition and business conditions in the gaming industry. The
forward- looking statements are subject to numerous risks and
uncertainties that could cause actual results to differ materially
from those expressed in or implied by the statements herein.
Additional information concerning potential factors that could
affect the company's financial condition, results of operations and
expansion projects, is included in the filings of the company with
the Securities and Exchange Commission, including but not limited
to, its 10-K for the fiscal year ended April 27, 2003 and 10-Q for
the fiscal quarter ended October 26, 2003.
http://www.newscom.com/cgi-bin/prnh/20020502/ISLELOGO
http://photoarchive.ap.org/ DATASOURCE: Isle of Capri Casinos, Inc.
CONTACT: Allan B. Solomon, Executive Vice President,
+1-561-995-6660, or Rex Yeisley, Chief Financial Officer,
+1-228-396-7052, or Lori Hutzler, Director of Corporate
Communications, +1-228-396-7031, all for Isle of Capri Web site:
http://www.theislecorp.com/
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