Park Hotels & Resorts Inc. Announces Senior Notes Offering
May 02 2024 - 8:57AM
Park Hotels & Resorts Inc. (“Park” or the “Company”) (NYSE: PK)
announced today that certain of its subsidiaries, Park Intermediate
Holdings LLC (the “Operating Company”), PK Domestic Property LLC
(“PK Domestic LLC”) and PK Finance Co-Issuer Inc. (together with
the Operating Company and PK Domestic LLC, the “Issuers”), intend
to offer $450 million aggregate principal amount of senior notes
due 2030 (the “Notes”). The Notes will be guaranteed by Park, PK
Domestic REIT Inc. and certain subsidiaries of the Operating
Company that guarantee the Company’s senior credit facilities and
existing senior notes.
The Issuers intend to use the net proceeds of the
offering, together with proceeds of a new unsecured term loan that
is contemplated to be incurred pursuant to an amendment to the
Company’s existing credit agreement (the “Term Loan”), to (i)
purchase all of the Issuers’ 7.500% Senior Notes due 2025 (the
“2025 Notes”) that are validly tendered and accepted for purchase
pursuant to the Issuers’ concurrent cash tender offer for any and
all 2025 Notes (the “Tender Offer”) and to redeem any 2025 Notes
not tendered in the Tender Offer and (ii) pay related fees and
expenses incurred in connection with the offering, the Tender Offer
and the redemption, with any remaining net proceeds used for
general corporate purposes. If the Tender Offer is not consummated,
the Issuers intend to use the net proceeds from the offering,
together with Term Loan proceeds, to (i) redeem in full the 2025
Notes and (ii) pay related fees and expenses incurred in connection
with the offering and the redemption, with any remaining net
proceeds used for general corporate purposes.
The Notes and the related guarantees have not been
registered under the Securities Act of 1933, as amended (the
“Securities Act”), or any state securities laws. The Notes and the
guarantees 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. The Notes and the guarantees will be offered
only to persons reasonably believed to be “qualified institutional
buyers” in reliance on the exemption from registration provided by
Rule 144A under the Securities Act and to certain non-U.S. persons
in offshore transactions in reliance on Regulation S under the
Securities Act.
This press release is being issued pursuant to and
in accordance with Rule 135c under the Securities Act, and it is
neither an offer to sell nor a solicitation of an offer to buy any
securities and shall not constitute an offer to sell or a
solicitation of an offer to buy, or a sale of, the Notes or any
other securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
Forward Looking
StatementsThis press release contains
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, but are not limited to, statements related to
the effects of Park’s decision to cease payments on its $725
million non-recourse CMBS loan secured by the 1,921-room Hilton San
Francisco Union Square and the 1,024-room Parc 55 San Francisco – a
Hilton Hotel and the lender’s exercise of its remedies, including
placing such hotels into receivership, as well as Park’s current
expectations regarding the performance of its business, financial
results, liquidity and capital resources, including anticipated
repayment of certain of its indebtedness (including the 2025
Notes), the completion of capital allocation priorities, the
expected repurchase of Park’s stock, the impact from macroeconomic
factors (including inflation, elevated interest rates, potential
economic slowdown or a recession and geopolitical conflicts), the
effects of competition, the effects of future legislation or
regulations, the expected completion of anticipated dispositions,
the declaration, payment and any change in amounts of future
dividends and other non-historical statements. Forward-looking
statements include all statements that are not historical facts,
and in some cases, can be identified by the use of forward-looking
terminology such as the words “outlook,” “believes,” “expects,”
“potential,” “continues,” “may,” “will,” “should,” “could,”
“seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,”
“anticipates”, “hopes” or the negative version of these words or
other comparable words. You should not rely on forward-looking
statements since they involve known and unknown risks,
uncertainties and other factors which are, in some cases, beyond
Park’s control and which could materially affect its results of
operations, financial condition, cash flows, performance or future
achievements or events.
All such forward-looking statements are based on
current expectations of management and therefore involve estimates
and assumptions that are subject to risks, uncertainties and other
factors that could cause actual results to differ materially from
the results expressed in these forward-looking statements. You
should not put undue reliance on any forward-looking statements and
Park urges investors to carefully review the disclosures it makes
concerning risks and uncertainties under “Risk Factors” and in
Park’s Annual Report on Form 10-K for the year ended December 31,
2023, as such factors may be updated from time to time in its
periodic filings with the Securities and Exchange Commission (the
“SEC”), which are accessible on the SEC’s website at www.sec.gov.
Except as required by law, Park undertakes no obligation to update
or revise publicly any forward-looking statements, whether as a
result of new information, future events or otherwise.
For more information, contact:Ian
WeissmanSenior Vice President, Corporate
Strategy571-302-5591iweissman@pkhotelsandresorts.com
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