Genting New York LLC and GENNY Capital Inc. Announce Early Tender Offer Results for their Senior Notes due 2026

NEW YORK, Sept. 20, 2024 /PRNewswire/ -- Genting New York LLC ("GENNY") and GENNY Capital Inc. ("GENNY Capital" and, together with GENNY, the "Issuers") announced the early tender results as of 5:00 p.m., New York City time, on September 20, 2024 (the "Early Tender Deadline"), of their previously announced cash tender offer (the "Offer") for any and all of their outstanding 3.300% Senior Notes due 2026, CUSIP Nos. 37255J AA0 and U2732P AA0 (the "Notes"), and related consent solicitation (the "Consent Solicitation") for certain proposed amendments to the indenture governing the Notes (the "Indenture"), as described below. The terms and conditions of the Offer and the Consent Solicitation are described in an Offer to Purchase and Consent Solicitation Statement, dated September 9, 2024 (the "Offer to Purchase").

The following table sets forth certain information regarding the Offer, including the aggregate principal amount of Notes that were validly tendered and not withdrawn at or prior to the Early Tender Deadline, and the aggregate principal amount of Notes to be accepted for purchase by the Issuers:

The deadline to validly withdraw tenders has passed. Accordingly, the Notes that were validly tendered and not withdrawn at or prior to the Early Tender Deadline may not be withdrawn, except in limited circumstances where additional withdrawal rights are required by law.

As previously announced, the total consideration to be paid in the Offer for Notes that were validly tendered and not withdrawn at or prior to the Early Tender Deadline and accepted for purchase (the "Total Consideration") will be determined in the manner described in the Offer to Purchase by reference to a fixed spread over the yield to maturity based on the bid-side price of a U.S. Treasury reference security specified in the Offer to Purchase and will include an early tender payment of $50 per $1,000 principal amount of Notes accepted for purchase (the "Early Tender Payment"). The Total Consideration will be determined at 10:00 a.m., New York City time, on September 23, 2024. Holders of Notes who validly tender their Notes following the Early Tender Deadline and prior to the Expiration Date will only receive the applicable "Tender Offer Consideration" per $1,000 principal amount of any such Notes tendered by such holders that are accepted for purchase, which is equal to the Total Consideration minus the Early Tender Payment.

Tenders of Notes will be accepted only in principal amounts equal to $200,000 or integral multiples of $1,000 in excess thereof. Holders who tender less than all of their Notes must continue to hold Notes of such series in the minimum authorized denomination of $200,000 principal amount or an integral multiple of $1,000 in excess thereof.

Payments for Notes purchased will include accrued and unpaid interest from and including the most recent interest payment date for the Notes up to, but not including, the applicable settlement date. The settlement date for Notes that are validly tendered prior to the Early Tender Deadline (the "Early Settlement Date") is expected to be September 25, 2024, subject to all conditions to the Offer having been either satisfied or waived by the Issuers.

In connection with the Offer, the Issuers solicited consents from holders of Notes to proposed amendments to the Indenture which would allow the Issuers to deposit cash or U.S. Treasury securities with the Trustee in order to effect a satisfaction and discharge pursuant to the Indenture (the "Satisfaction and Discharge") as it relates to the Notes at any time prior to the maturity of the Notes. The Issuers have received the requisite consents for these amendments, and currently expect to effect the Satisfaction and Discharge with respect to any Notes not purchased in the Offer on the Early Settlement Date on the Early Settlement Date. However, the Issuers are not obligated to undertake the Satisfaction and Discharge on the anticipated timeline, or at all.

The Issuers have retained Global Bondholder Services Corporation as the depositary and information agent for the Offer. The Issuers have retained Citigroup Global Markets Inc. and J.P. Morgan Securities LLC  as the dealer managers for the Offer.

This press release is for informational purposes only. This press release shall not constitute an offer to buy or a solicitation of an offer to sell any Notes or an offer to sell or the solicitation of an offer to buy any other securities. Any securities to be issued by the Issuers have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any state or other jurisdiction's securities laws 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 and applicable state securities laws. No representation is made as to the correctness or accuracy of the CUSIP numbers listed in this press release or printed on the Notes, and are provided solely for convenience of the reader.

The Offer is being made solely pursuant to the Offer to Purchase, which set forth the complete terms and conditions of the Offer. Holders of the Notes are urged to read the Offer to Purchase carefully. The Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would be unlawful under the securities laws of any such state or jurisdiction. In any state or jurisdiction in which the securities laws require the Offer to be made by a licensed broker or dealer, the Offer will be deemed to be made on behalf of the Issuers by the dealer managers or one or more registered brokers or dealers that are licensed under the laws of such state or jurisdiction.

About GENNY and GENNY Capital

GENNY is organized as a Delaware limited liability company and developed and operates Resorts World Casino New York City, the only licensed casino facility within New York City. GENNY Capital was formed as a wholly-owned subsidiary of GENNY solely for the purpose of acting as a co-Issuer of debt securities of GENNY.

Forward-Looking Information

This press release may contain forward-looking statements that are based on the Issuers' current expectations, including regarding the conduct, terms and completion of the Offer and the Satisfaction and Discharge. Forward-looking statements may be identified by the use of words such as "believes," "anticipates," "plans," "estimates," "expects," "seeks," "will," "should," "could," "may," "aims," "intends," and "projects" to identify forward-looking statements, although not all forward-looking statements include these identifying words. Forward-looking statements concern matters that involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from the future results, performance or achievements described or implied by such forward-looking statements. Numerous factors, including market conditions, prevailing interest rates and events affecting the Issuers' business, may affect actual results and may cause results to differ materially from those expressed in the forward-looking statements. You should not place undue reliance upon forward-looking statements. The Issuers do not intend, and undertake no obligation to, make any revisions to these forward-looking statements to reflect events or circumstances after the date of this press release, except as required by applicable law.

Contacts

Walter Bogumil
Chief Financial Officer and Treasurer
[email protected]
+1 718 215-2811

Irina Dmitrieva
Treasurer, Senior Vice President of Corporate Finance
[email protected]
+1 718 215-2859

Sujain Kamdar
Senior Financial Analyst
[email protected]
+1 718 215-2860

SOURCE Genting New York LLC and GENNY Capital Inc.