Melco Crown Entertainment Limited (Nasdaq:MPEL) (“
Melco
Crown Entertainment” or the “
Company” or
“
we”), a developer, owner and operator of casino
gaming and entertainment casino resort facilities in Asia, today
announced the launch of an underwritten, secondary public offering
of its American depositary shares (“
ADSs”).
One of the Company’s shareholders, Crown Asia Investments Pty Ltd
(“
CAI”), a wholly-owned subsidiary of Crown
Resorts Limited (“
Crown”), has agreed to sell
40,925,499 ordinary shares of the Company to the underwriters, who
will resell these ordinary shares in the form of 13,641,833 ADSs,
each representing three ordinary shares, in the public offering
(such offering, the “
Crown Public Offering”).
In addition, the Company has been advised that
CAI also entered into cash-settled swap transactions relating to a
fixed number of the Company’s ADSs with affiliates of each of the
underwriters (the “Dealers” and such transactions,
the “Swap Transactions”). The Company
has been advised that in connection with hedging their exposure
under the Swap Transactions, the Dealers or one of their respective
affiliates will borrow an aggregate of 27,331,933 ADSs of the
Company from the Company’s shareholder, Melco Leisure and
Entertainment Group Limited (“Melco Leisure”), a
wholly-owned subsidiary of Melco International Development Limited
(“Melco”). The Dealers will sell, or cause
their affiliates to sell, the borrowed ADSs through the
underwriters in the same underwritten offering (the “Swap
Underwritten Offering,” and together with the Crown Public
Offering and the Swap Transactions, the
“Transactions”).
Closing of the Crown Public Offering and Swap
Underwritten Offering is expected to occur on or about December 20,
2016, subject to customary closing conditions. The Company will not
receive any proceeds from the Transactions nor will the Company
issue any new ordinary shares in connection with these
Transactions.
Deutsche Bank Securities, UBS Investment Bank
and Morgan Stanley are acting as the underwriters for the
Crown Public Offering and the Swap Underwritten Offering.
Each of the Crown Public Offering and the Swap
Underwritten Offering is being made pursuant to an effective shelf
registration statement and may be made only by means of a
prospectus supplement and the accompanying prospectus, copies of
which may be obtained by sending a request to: Deutsche Bank
Securities Inc., Attention: Prospectus Department, 60 Wall Street,
New York, NY 10005, via telephone at 800-503-4611 or via e-mail:
prospectus.cpdg@db.com; UBS Securities LLC, Attention: Prospectus
Department, 1285 Avenue of the Americas, New York, New York 10019,
or by calling (888) 827-7275; or Morgan Stanley & Co. LLC, 180
Varick Street, 2nd Floor, New York, New York 10014 Attention:
Prospectus Department (telephone: 866-718-1649 (toll free) or
917-606-8474) or by e-mailing prospectus@morganstanley.com.
This press release shall not constitute an offer
to sell, or the solicitation of an offer to buy, any of the
securities, nor shall there be any sale of these securities, in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities law of any such jurisdiction.
Safe Harbor Statement
This press release contains forward-looking
statements. These statements are made under the “safe harbor”
provisions of the U.S. Private Securities Litigation Reform Act of
1995. The Company may also make written or oral forward-looking
statements in its periodic reports to the U.S. Securities and
Exchange Commission (the “SEC”), in its annual
report to shareholders, in press releases and other written
materials and in oral statements made by its officers, directors or
employees to third parties. Statements that are not historical
facts, including statements about the Company’s beliefs and
expectations, are forward-looking statements. Forward-looking
statements involve inherent risks and uncertainties, and a number
of factors could cause actual results to differ materially from
those contained in any forward-looking statement. These factors
include, but are not limited to, (i) growth of the gaming market
and visitation in Macau and the Philippines, (ii) capital and
credit market volatility, (iii) local and global economic
conditions, (iv) our anticipated growth strategies, (v) gaming
authority and other governmental approvals and regulations, and
(vi) our future business development, results of operations and
financial condition. In some cases, forward-looking statements can
be identified by words or phrases such as “may”, “will”, “expect”,
“anticipate”, “target”, “aim”, “estimate”, “intend”, “plan”,
“believe”, “potential”, “continue”, “is/are likely to” or other
similar expressions. Further information regarding these and other
risks, uncertainties or factors is included in the Company’s
filings with the SEC. All information provided in this press
release is as of the date of this press release, and the Company
undertakes no duty to update such information, except as required
under applicable law.
About Melco Crown Entertainment
Limited
Melco Crown Entertainment, with its American
depositary shares listed on the NASDAQ Global Select Market
(NASDAQ:MPEL), is a developer, owner and operator of casino gaming
and entertainment casino resort facilities in Asia. Melco Crown
Entertainment currently operates Altira Macau, a casino hotel
located at Taipa, Macau and City of Dreams, an integrated urban
casino resort located in Cotai, Macau. Melco Crown Entertainment’s
business also includes the Mocha Clubs, consisting of non-casino
based operations of electronic gaming machines in Macau. The
Company also majority owns and operates Studio City, a
cinematically-themed integrated entertainment, retail and gaming
resort in Cotai, Macau. In the Philippines, Melco Crown
(Philippines) Resorts Corporation’s subsidiary, MCE Leisure
(Philippines) Corporation, currently operates and manages City of
Dreams Manila, a casino, hotel, retail and entertainment integrated
resort in the Entertainment City complex in Manila.
Melco Crown Entertainment is strongly supported
by its single largest shareholder, Melco. Melco is a listed company
on the Main Board of The Stock Exchange of Hong Kong Limited and is
substantially owned and led by Mr. Lawrence Ho, who is the
Chairman, Executive Director and Chief Executive Officer of Melco
Crown Entertainment.
For investment community, please
contact:Ross DunwoodyVice President, Investor
RelationsTel: +853 8868 7575 or +852 2598 3689Email:
rossdunwoody@melco-crown.com
For media enquiries,
please contact:
Maggie MaSenior Vice President, Corporate
Communications and Public RelationsTel: +853 8868 3767 or +852 3151
3767Email: maggiema@melco-crown.com
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