The Majestic Star Casino, LLC Announces Changes to Certain Terms of Invitation to Holders of Outstanding Senior Secured Notes to Become Lenders in a New Term Loan and Related Consent Solicitation Including Extension of Commitment Rescission Deadline for Early Commitments

May 20, 2015, 22:55 ET from The Majestic Star Casino, LLC

LAS VEGAS, May 20, 2015 /PRNewswire/ -- The Majestic Star Casino, LLC ("Majestic") announced today changes to certain terms of the previously announced invitation (the "Invitation") to the holders of its 12.5% / 14.5% Second Lien Senior Secured Notes due 2016 (the "Notes") to become lenders in a new 12.5% / 14.5% First Lien Secured Term Loan Facility (the "New Term Loan") and the solicitation of consents (the "Consent Solicitation") to proposed amendments to the Indenture (the "Indenture") and the Intercreditor and Lien Subordination Agreement (the "Intercreditor Agreement") relating to the Notes.

The Commitment Rescission Deadline for the Invitation and Consent Solicitation has been extended to 5:00 p.m., New York City time, on May 28, 2015.  The Commitment Rescission Deadline applies only to holders of Notes that delivered their commitment to become a lender in the New Term Loan (a "Commitment") prior to 5:00 p.m., New York City time on May 13, 2015 (the "Early Commitment Date").  Commitments made before the Early Commitment Date may be rescinded, and the related consents therefore revoked, at any time prior to the Commitment Rescission Deadline, as extended, by following the procedures described in the Information Memorandum.  After the Commitment Rescission Deadline, as extended, Commitments made before the Early Commitment Date may not be rescinded, and the related consents may not be revoked.  Commitments after the Early Commitment Date, but before 11:59 p.m., New York City time, on May 28, 2015, unless extended by Majestic (the "Expiration Date"), may be rescinded, and the related consents therefore revoked, at any time prior to the Expiration Date.  Holders of Notes must allow sufficient time for completion of the Automated Tender Offer Program procedures during the normal business hours of The Depositary Trust Company.

Other changes to the Invitation and Consent Solicitation are set forth in a Supplement No. 1, dated May 20, 2015 (the "Supplement") to the Information Memorandum and Consent Solicitation Statement dated April 30, 2015 (the "Information Memorandum").  The Supplement also includes the Condensed Consolidated Financial Statements of the Company and Subsidiaries as of March 31, 2015 (Unaudited) and December 31, 2014 and for the three months ended March 31, 2015 and March 31, 2014 (Unaudited).  Certain holders of Notes have advised us that they or their managed funds or accounts own approximately $103.9 million aggregate principal amount of the Notes (out of approximately $111.1 million aggregate principal amount of the Notes outstanding) and have agreed to commit to the fullest extent possible in the New Term Loan.

Holders that have already completed the procedures to participate in the Invitation and Consent Solicitation do not need to re-execute or resubmit any documents.  The Supplement is expected to be distributed to holders beginning today.  Holders are urged to read the Information Memorandum and the Supplement carefully because they contain important information regarding the Invitation and Consent Solicitation.

Questions and requests for assistance, for copies of the Credit Agreement or for additional copies of the Information Memorandum, Supplement and other Invitation and Consent Solicitation documents may be directed to the Information Agent at its telephone number and email address listed below.

Majestic has retained Epiq Systems to act as Information Agent and Delivery Agent in connection with the Invitation and Consent Solicitation, and holders can contact them at (646) 282-2500 or toll free at (866) 734-9393 (ask for the Solicitation Group) or by email at tabulation@epiqsystems.com with a reference to "Majestic" in the subject line.

This release is for informational purposes only and is neither an offer to buy or sell nor a solicitation of an offer to buy or sell any securities of Majestic or any of its subsidiaries or parent entities. The Invitation and Consent Solicitation are only being made pursuant to the Information Memorandum, the Supplement and related documents.

About The Majestic Star Casino, LLC

The Majestic Star Casino, LLC, is a multi-jurisdictional gaming company that owns and operates: two adjacent dockside gaming facilities (Majestic Star and Majestic Star II) and a hotel located in Gary, Indiana, and a Fitzgeralds-branded casino and hotel located in Tunica, Mississippi (Fitz Tunica). Additional information about The Majestic Star Casino, LLC, and its casino properties can be found at the company's website, www.majesticstar.com.

Additional Information

Certain statements contained in this press release that are not historical facts are forward-looking statements. Such forward-looking statements, which reflect our current views of future events and financial performance, involve certain risks and uncertainties. Forward-looking statements include all statements that are not historical fact and can be identified by terms such as "may," "intend," "might," "will," "should," "could," "would," "anticipate," "expect," "believe," "estimate," "plan," "project," "predict," "potential," or the negative of these terms. These forward-looking statements represent our goals, beliefs, plans and expectations about our prospects for the future and other future events, such as our ability to generate sufficient working capital, our future results of operations and financial condition, expectations regarding the operation of our casino properties, and the sufficiency of our cash balances and cash generated from operating, investing, and financing activities for our future liquidity and capital resource needs. Although these forward-looking statements reflect our good-faith belief and reasonable judgment based on current information, these statements are qualified by important factors, many of which are beyond our control, that could cause our actual results to differ materially from those in the forward-looking statements, including, but not limited to the factors under the headings "Cautionary Statement Regarding Forward-Looking Statements" and "Risk Factors" in the Information Memorandum. Majestic assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events, new information or otherwise.

 

SOURCE The Majestic Star Casino, LLC



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