Studio City Finance Announces Proposed 5.000% Senior Notes Offering
May 10 2021 - 6:56AM
Studio City Finance Limited (“
Studio City
Finance”) announces that it proposes to conduct an
international offering of 5.000% senior notes due 2029 (the
“
Additional Notes”), the net proceeds from which
will be used to partially fund the capital expenditures of the
remaining project for Studio City and for general corporate
purposes. Studio City Finance is a wholly-owned subsidiary of
Studio City International Holdings Limited
(“
SCIHL”).
The proposed Additional Notes will be issued
under the indenture, dated January 14, 2021 (the
“Indenture”), pursuant to which Studio City
Finance issued US$750 million aggregate principal amount of 5.000%
senior notes due 2029 (the “Original Notes”). The
Additional Notes will constitute additional notes under the
Indenture and will be issued on the same terms and conditions
(other than the issue date and issue price) and will be
consolidated and form a single series with the Original Notes. The
Additional Notes are proposed to be senior obligations of Studio
City Finance, ranking equally with all of Studio City Finance’s
existing and future senior indebtedness. The Additional Notes are
proposed to be guaranteed by all of Studio City Finance’s existing
restricted subsidiaries on a senior basis (the “Note
Guarantees”). SCIHL will not be a guarantor of the
Additional Notes.
The issue price of the Additional Notes will be
determined at the time of pricing of the proposed offering.
Completion of the proposed offering of the Additional Notes is
subject to market conditions and investor interest. As no binding
agreement in relation to the proposed offering of the Additional
Notes has been entered into as at the date of this press release,
the proposed Additional Notes may or may not be issued.
The Additional Notes and the Note Guarantees are
being proposed to be offered and sold in the United States to
qualified institutional buyers pursuant to Rule 144A under the U.S.
Securities Act of 1933, as amended (the “Securities
Act”), and outside of the United States in reliance on
Regulation S under the Securities Act. The proposed Additional
Notes and the Note Guarantees will not be registered under the
Securities Act or under the securities laws of any state or other
jurisdiction 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 any applicable
state laws. Studio City Finance does not intend to register any
portion of the offering of the proposed Additional Notes and the
Note Guarantees in the United States.
This press release is for information purposes
only. Nothing in this press release constitutes an offer to buy, or
a solicitation of an offer to sell, securities in the United States
or any other jurisdiction in which such offer or solicitation would
be unlawful. This press release is being issued pursuant to and in
accordance with Rule 135c under the Securities Act.
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. Statements that are not historical facts, including
statements about the Studio City Finance’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) the global pandemic of
COVID-19, caused by a novel strain of the coronavirus, and the
continued impact of its consequences on our business, our industry
and the global economy, (ii) growth of the gaming market and
visitations in Macau, (iii) capital and credit market volatility,
(iv) local and global economic conditions, (v) our anticipated
growth strategies, (vi) gaming authority and other governmental
approvals and regulations, and (vii) 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. Any
forward-looking statements made in the Additional Notes offering
documents speak only as of the date thereof and all information
provided in this press release is as of the date of this press
release, and Studio City Finance does not undertake any duty to
update such information, except as required under applicable
law.
For investment community, please
contact:
Robin YuenDirector, Investor RelationsTel: +852
2598 3619Email: robinyuen@melco-resorts.com
For media enquiries, please
contact:
Chimmy LeungExecutive Director, Corporate
CommunicationsTel: +852 3151 3765Email:
chimmyleung@melco-resorts.com
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