Midwest Gaming Borrower, LLC Announces Launch of $750 Million Senior Secured Notes Offering

CHICAGO, April 12, 2021 /PRNewswire/ -- Midwest Gaming Borrower, LLC ("Midwest Gaming" or the "Company") today announced that it has launched an offering of $750 million in aggregate principal amount of senior secured notes due 2029 (the "Notes") in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act").  The Notes will be general senior secured obligations of Midwest Gaming and Midwest Gaming Finance Corp. ("Midwest Finance") as co-issuers.  The Notes will initially be guaranteed on a senior secured basis by Midwest Gaming's direct and indirect restricted subsidiaries (other than Midwest Finance), and secured, subject to the terms of a collateral trust agreement (and the rights of holders of priority lien obligations), by substantially all the assets of Midwest Gaming and its subsidiaries.

Midwest Gaming intends to use the net proceeds from the offering, together with borrowings under a new revolving credit facility and cash on hand, to repay its existing term loan and existing revolving credit facility, repay in full of certain parent company debt, and pay fees and expenses.  Upon completion of the offering, these credit facilities will be terminated.

The notes will be offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and in offshore transactions in reliance on Regulation S under the Securities Act.

The Notes and related guarantees will not be registered under the Securities Act, or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This announcement is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to buy any of the foregoing securities, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale is unlawful.

About Midwest Gaming Borrower, LLC

Midwest Gaming Borrower, LLC, together with its subsidiaries, is the developer and operator of Rivers Casino – Des Plaines, which opened on July 18, 2011.

Forward-Looking Statements

Forward-looking statements in this press regarding the offering of the Notes and all other statements that are not historical facts, are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on assumptions believed by Midwest Gaming to be reasonable and speak only as of the date on which such statements are made. Without limiting the generality of the foregoing, words such as "expect," "believe," "anticipate," "intend," "plan," "project," "will" or "estimate," or the negative or other variations thereof or comparable terminology are intended to identify forward-looking statements. Except as required by law, we undertake no obligation to update such statements to reflect events or circumstances arising after such date and cautions investors not to place undue reliance on any such forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those described in the statements based on a number of factors, including but not limited to the following: our failure to maintain our gaming license, our ability to attract gaming patrons for our services, our business' sensitivity to consumer spending habits and preferences, the competitive environment in which we operate, including the possibility of expansion of gaming in our market or nearby markets and competition from alternate forms of gaming, our dependence upon one property for all of our cash flow, our ability to recruit, train and retain an adequate number of qualified and suitable managers and key employees and the possible loss of our managers or key employees, our ability to find suitable vendors from which to purchase goods and services, adverse weather conditions, our inability to collect receivables from gaming patrons to whom we extend credit and the possibility of fraud and/or cheating by our customers or employees, the effects of regulation and regulatory changes and requirements, including regulation by the Illinois Gaming Board, on our business and principals, the effect of Illinois' legislative environment, including the existence of a smoking ban in Illinois indoor public venues, limits on the number of gaming positions and changes in gaming tax rates, on our ability to compete, our ability to comply with covenants in the indenture governing our notes and credit agreement, legal proceedings related to day to day operations and any adverse judgments or settlements resulting from any such legal proceedings, environmental hazards or adverse consequences from environmental, health or safety regulations related to the construction and operation of the casino, and the global COVID-19 pandemic which has materially impacted our business, financial results and liquidity, and the length of time it will take for the property to return to normal operations or if we will be required to close again.; and other risk factors described from time to time in the our reports (including all amendments to those reports).

Contact:
Patrick Skarr, 312-228-4789, [email protected] 

SOURCE Midwest Gaming Borrower, LLC