American Casino & Entertainment Properties LLC and ACEP Finance Corp. Announce Early Tender Date Results of their Previously Announced Tender Offer
LAS VEGAS, June 21, 2013 /PRNewswire/ -- American Casino & Entertainment Properties LLC ("ACEP"), and ACEP Finance Corp. (together with ACEP, the "Company"), today announced the early tender date results of their previously announced tender offer (the "Tender Offer") to purchase for cash any and all of their outstanding 11% Senior Secured Notes due 2014 (the "Notes"). The terms and conditions of the Tender Offer are described in an offer to purchase dated June 7, 2013 (the "Offer to Purchase"), and a related Letter of Transmittal.
The following table sets forth the Notes that are subject to the Tender Offer as well as the aggregate principal amount of the Notes validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on June 20, 2013 (the "Early Tender Date").
Title of Security |
CUSIP/ISIN Numbers |
Aggregate Principal Amount Outstanding |
Aggregate Principal Amount Tendered as of the Early Tender Date |
Percentage of Outstanding Principal Amount Tendered |
11% Senior Secured Notes due 2014 |
02504U AB6/ |
$337,500,000 |
$233,116,000 |
69.07% |
Holders who have not already tendered their Notes may continue to do so at any time at or prior to 11:59 p.m., New York City time, on July 5, 2013, unless the Company extends or earlier terminates the Tender Offer.
As previously announced, holders who validly tendered (and did not validly withdraw) their Notes at or prior to the Early Tender Date are eligible to receive the Total Consideration (as defined in the Offer to Purchase), which includes an Early Tender Premium (as defined in the Offer to Purchase), for any Notes accepted for purchase. Holders who validly tender (and do not validly withdraw) Notes after the Early Tender Date but at or prior to the Expiration Date will be eligible to receive the Tender Offer Consideration (as defined in the Offer to Purchase), which is equal to the Total Consideration minus the Early Tender Premium. The deadline to validly withdraw tenders of Notes was 5:00 p.m., New York City time, on June 20, 2013, therefore Notes that have been tendered and not validly withdrawn, and Notes tendered after that date, may not be withdrawn unless otherwise required by applicable law.
Holders of the Notes are urged to read the Offer to Purchase and the related Letter of Transmittal carefully before making any decision with respect to the Tender Offer. The Tender Offer is conditioned on the satisfaction of certain conditions set forth in the Offer to Purchase, including the consummation of one or more financings on terms acceptable to the Company in its sole discretion.
The Company has retained Goldman, Sachs & Co. and Deutsche Bank Securities Inc. to serve as dealer managers for the Tender Offer. Global Bondholder Services Corporation has been retained to serve as the depositary and information agent for the Tender Offer.
For additional information regarding the terms of the Tender Offer, please contact: Goldman, Sachs & Co. at (800) 828-3182 (toll free) or (212) 357-0345 (collect) or Deutsche Bank Securities Inc. at (855) 287-1922 (toll free) or (212) 250-7527 (collect). Requests for documents and questions regarding the tender of Notes may be directed to Global Bondholder Services Corporation at (866) 873-7700 (toll free) or (212) 430-3774 (collect).
Copies of the Offer to Purchase and the related Letter of Transmittal may also be obtained at no charge from Global Bondholder Services Corporation.
Neither the Company, its board of directors, the depositary and information agent nor the dealer managers make any recommendation as to whether holders of the Notes should tender or refrain from tendering the Notes. Holders of the Notes must decide how many notes to tender, if any.
This announcement is for informational purposes only and does not constitute an offer to purchase or a solicitation of an offer to sell securities. The Tender Offer is being made solely by means of the Offer to Purchase and the related Letter of Transmittal, which are being distributed to holders of notes by the depositary and information agent. The Tender Offer is not being made in any jurisdiction in which such offer, solicitation or acceptance of thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction where the laws require a tender offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of the Company by the dealer managers, or one or more registered brokers or dealers under the laws of such jurisdiction.
Cautionary Statement on Forward-Looking Statements
This news release may contain "forward-looking statements" as defined in the U.S. Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on these forward-looking statements and any such forward-looking statements are qualified in their entirety by reference to the following cautionary statements. All forward-looking statements speak only as of the date of this news release and are based on current expectations and involve a number of assumptions, risks and uncertainties that could cause the actual results to differ materially from such forward-looking statements. Readers are strongly encouraged to read the full cautionary statements contained in the Company's filings with the SEC. The Company disclaims any obligation to update or revise any forward-looking statements.
About ACEP
ACEP owns and operates four gaming and entertainment properties in Clark County, Nevada. The four properties are the Stratosphere Casino Hotel & Tower, which is located on the Las Vegas Strip and caters to visitors to Las Vegas, two off-Strip casinos, Arizona Charlie's Decatur and Arizona Charlie's Boulder, which cater primarily to residents of Las Vegas and the surrounding communities, and the Aquarius Casino Resort in Laughlin, Nevada, which caters to visitors to and residents of Laughlin.
SOURCE American Casino & Entertainment Properties LLC; ACEP Finance Corp.
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