UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (date of earliest event reported):  April 10, 2015
 
LAS VEGAS SANDS CORP.
(Exact name of registrant as specified in its charter)
 
NEVADA
(State or other jurisdiction
of incorporation)
001-32373
(Commission File Number)
27-0099920
(IRS Employer
Identification No.)

 
3355 LAS VEGAS BOULEVARD SOUTH
LAS VEGAS, NEVADA
(Address of principal executive offices)
 
89109
(Zip Code)

 
Registrant’s telephone number, including area code:  (702) 414-1000
 
NOT APPLICABLE
(Former name or former address, if changed since last report)
 
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):
 
[  ] Written Communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 



Item 1.01
Entry Into a Material Definitive Agreement.

On April 10, 2015, Venetian Macau Limited (“VML”), an indirect subsidiary of Las Vegas Sands Corp. (“LVSC”) and VML US Finance LLC (“VUF” or the “Borrower”), an indirect, wholly-owned subsidiary of VML, entered into a Joinder Agreement (the “Joinder Agreement”) to the Amended and Restated Credit Agreement, dated as of March 31, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) with the lenders party to the Joinder Agreement and Bank of China Limited, Macau Branch (“BOC”), as Administrative Agent.  As permitted under the terms of the Credit Agreement, the Joinder Agreement establishes New Term Loan Commitments equal to the dollar equivalent of US$1,000,000,000 in the aggregate (the “New Term Loan”), with a Maturity Date of March 30, 2021. Upon satisfaction of the conditions set out in the Joinder Agreement it is anticipated that the New Term Loan will be made on or about April 30, 2015.  Capitalized terms used herein and not defined herein are defined in the Joinder Agreement.
Borrowings under the New Term Loan bear interest at either, at the Borrower’s option, (i) an adjusted Eurodollar or HIBOR rate plus a credit spread or (ii) an alternative base rate plus a credit spread, which credit spread in each case is determined based on the Consolidated Total Leverage Ratio as set forth in the pricing grid in the Joinder Agreement.  The credit spread for the New Term Loan ranges from 0.250% to 1.125% per annum for loans accruing interest at a base rate, and from 1.250% to 2.125% per annum for loans accruing interest at an adjusted Eurodollar or HIBOR rate.  The initial credit spread for the New Term Loan is expected to be 0.250% per annum for loans accruing interest at a base rate and 1.250% per annum for loans accruing interest at an adjusted Eurodollar or HIBOR rate. The New Term Loans will be subject to the provisions of the Credit Agreement and the other Loan Documents.
Some of the lenders, agents and arrangers under the Joinder Agreement and Credit Agreement and their respective affiliates have provided, and may provide in the future, investment banking, commercial banking and other financial services for LVSC and its subsidiaries in the ordinary course of business, for which they have received and will receive customary compensation.
LVSC issued a press release announcing the Joinder Agreement, which is attached as Exhibit 99.1.
 
Item 9.01
Financial Statements and Exhibits.

(d)            Exhibits
 99.1            Press Release, dated April, 13, 2015.

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.
 
Dated:  April 10, 2015
 

 
 
LAS VEGAS SANDS CORP.
 
 
 
 
 
 
By:
/s/ Michael Quartieri
 
 
 
Name:  Michael Quartieri
 
 
 
Title:  Senior Vice President, Chief Accounting Officer (Principal Financial Officer)
 
 
 
 
 
 
 




EXHIBIT 99.1

Press Release
 

 Las Vegas Sands and Sands China Announce
Expansion of Credit Facility

New Term Loan Will Increase Financial Flexibility

Las Vegas, NV (April 13, 2015) — Las Vegas Sands Corp. (NYSE: LVS) announced today that its majority-owned subsidiary Sands China Ltd. has reached  an agreement with the lenders in its existing credit facility to provide an additional U.S. dollar equivalent $1 billion term loan.

Las Vegas Sands and Sands China Chairman and Chief Executive Officer Sheldon G. Adelson stated, “We are extremely pleased to announce this additional borrowing under Sands China's existing credit facility, which we believe will enhance our balance sheet strength and financial flexibility and support our ability to increase the return of capital to shareholders. We greatly appreciate the strong support of our lending group and the continued confidence they have shown in our company.”

“Our unique convention-based Integrated Resort business model, coupled with our financial strength, represents a key competitive advantage as we pursue new Integrated
 
 

 
Resort development opportunities around the globe. We will continue to execute our plans to enhance our balance sheet strength and financial flexibility,” said Mr. Adelson.

The company expects to receive the U.S. dollar equivalent of $1.0 billion in proceeds from the new term loan on or around April 30, 2015.
 
 
###
 
About Las Vegas Sands

Las Vegas Sands (NYSE: LVS) is the world's leading developer and operator of Integrated Resorts. Our collection of Integrated Resorts in Asia and the United States feature state of the art convention and exhibition facilities, premium accommodations, world-class gaming and entertainment, destination retail and dining including celebrity chef restaurants, and many other amenities.

Our properties include the five-diamond Venetian and Palazzo resorts and Sands Expo Center in Las Vegas, Sands Bethlehem in Eastern Pennsylvania, and the iconic Marina Bay Sands in Singapore.  Through our majority ownership in Sands China Ltd. (HK: 1928), LVS owns a portfolio of properties on the Cotai Strip in Macao, including The Venetian Macao, The Plaza and Four Seasons Hotel Macao and Sands Cotai Central, as well as the Sands Macao on the Macao Peninsula.

LVS is dedicated to being a good corporate citizen, anchored by the core tenets of delivering a great working environment for nearly 50,000 employees worldwide, driving impact through our Sands Cares corporate citizenship program and leading innovation with the company's award-winning Sands ECO360° global sustainability program.  To learn more, please visit www.sands.com.     

Contacts:
 
Investment Community:
Daniel Briggs
(702) 414-1221
 
 
 
Media:
Ron Reese
(702) 414-3607

 
 
 
 


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