MACAU, April 8, 2024 (GLOBE NEWSWIRE) — Studio City Finance Limited (“Studio City Finance”) today announced a cash offer of up to US$100 million in aggregate principal amount (the “Highest Bid Amount”). We would like to announce that we have begun a tender offer. ”) acquired 6.000% of the outstanding senior notes due 2025 (ISIN: US86389QAE26 and USG85381AE48) (the “Notes” and such tender offer, the “Tender Offer”).
The Tender Offer is being made based on and subject to the terms and conditions set forth in the Offer to Purchase dated April 8, 2024 (the “Offer to Purchase”). The Tender Offer will expire at 5:00 p.m. New York City time on May 6, 2024 (the “Expiration Time”) unless extended or terminated by Studio City Finance. Tendering of the Notes may be withdrawn at any time up to 5:00 p.m. New York City time on April 19, 2024 (the “Withdrawal Deadline”), but thereafter, unless further restrictions apply. You can't. The right of withdrawal is required by law.
Early consideration for every $1,000 principal amount validly bid (and not validly withdrawn) and accepted for purchase by 5:00 p.m. New York City time on April 19, 2024 (the “Early Bid Date”). 1,000 USD including bidding premium. After the Early Tender Date, the consideration will be $970 for each $1,000 principal amount of Notes validly tendered (but not validly drawn) and accepted for purchase by the Expiration Date. Banknotes will only be accepted with a minimum amount of USD 200,000 and integer multiples of USD 1,000. If the aggregate principal amount of the Notes validly tendered (but not validly withdrawn) exceeds the Maximum Tender Amount, the Notes may be subject to prorated calculation.
Settlement of any Notes validly tendered (and not validly drawn) on or before the Early Bid Date is expected to occur on April 24, 2024 (the “Early Payment Date”) (or the Final Payment Date (as defined below)). is. ) if Studio City Finance elects not to have an early payment date). Settlement of Notes validly tendered (not validly withdrawn) and accepted for purchase after the Early Tender Date and prior to the Expiration Date is expected to be May 8, 2024 (the “Final Payment Date”). If the Tender Offer is fully subscribed as of the Early Tender Date, holders who validly bid their Notes after the Early Tender Date will have their notes accepted for payment unless Studio City Finance increases the maximum bid amount. I can not do it.
Studio City Finance reserves the right to extend, modify or terminate the Tender Offer at any time in its sole discretion, including increasing or decreasing the maximum bid amount. Studio City Finance is not required to extend withdrawal deadlines in connection with such increases or decreases.
The Tender Offer is being made only pursuant to the Offer to Purchase, which sets out the complete terms and conditions of the Tender Offer. A copy of the purchase offer is available from the tender and information agency, Kroll Issuer Services Limited, on his website at: https://deals.is.kroll.com/studiocity. Studio City Finance has retained Deutsche Bank AG, Singapore Branch and Morgan Stanley & Company LLC to act as dealer managers for the tender offer. Any questions regarding the terms of the tender offer should be directed to: Deutsche Bank AG Singapore Branch, One Raffles Quay, #17-00 South Tower, Singapore 048583, Attn: Global Risk Syndicate, Tel: +65 6423-4229. Deutsche Bank AG, London Branch at Winchester House, 1 Great Winchester Street, London EC2N 2DB, United Kingdom, Attn: Liability Management Group (Tel: +44 207-5458011) and Deutsche Bank Securities Inc. at 1 Columbus Circle, New York, New York 10019, United States of America, Attn: Liability Management Group (Phone: +1 855-287-1922 / +1 212-250-7527) or Morgan Stanley & Co. LLC at 1585 Broadway, 6th Floor, New York, New York 10036, United States of America, Attention: Liability Management Group (phone: +1 212-761-1057 / +1 800-624-1808, email: debt_advisory@morganstanley.com). Studio City Finance has appointed Kroll Issuer Services Limited as its tender and information agent for the tender offer. For any questions regarding the procedure for participating in the Tender Offer or to request additional copies of the Tender Offer, please contact Kroll Issuer Services Limited, Attn: Mu-yen Lo and Kevin Wong (Phone: +852 2281-0114, Email: studiocity) Please contact me. @is.kroll.com).
This press release is not an offer to sell, a solicitation of an offer to buy, or an offer to buy or sell any securities. The Tender Offer will be made only through an offer to purchase, etc. Neither Studio City Finance, its Board of Directors, Trustee, Dealer Manager, Bid and Information Agent, nor any of their respective affiliates will make any recommendation as to whether Holders should tender their Notes pursuant to the Tender Offer. not here. There are persons authorized by any of them to make such recommendations. Holders must make their own decisions as to whether to tender their Notes and, if so, the principal amount of the Notes to be tendered.
The distribution of this announcement in certain jurisdictions may be restricted by law. Recipients of this press release should be informed of and abide by such restrictions.
This press release is for informational purposes only and does not constitute a solicitation or offer to acquire, purchase or subscribe for the securities mentioned herein. Nothing in this press release shall constitute an offer to buy or the solicitation of an offer to sell any securities in the United States or any other jurisdiction in which such offer or solicitation would be unlawful prior to registration or qualification under the securities laws. It will not be done if jurisdiction.
Safe Harbor Statement
This press release contains forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this press release include, among other things, statements regarding Studio City Finance's plans and the anticipated timing of the tender offer. These statements are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements regarding Studio City Finance's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and many factors could cause actual results to differ materially from those contained in the forward-looking statements. These factors include (i) the pace of recovery from the impact of COVID-19 on our business, industry and the global economy; and (ii) risks associated with Macau's revised gambling laws and their implementation; , but not limited to. (iii) changes in the gaming market and visitor numbers to Macau; (iv) fluctuations in capital and credit markets; (v) regional and global economic conditions; (vi) anticipated growth strategies; (vii) ) gaming authority and other governmental approvals and regulations; and (viii) our future business development, results of operations and financial condition. In some cases, forward-looking statements include words such as “may”, “will”, “expect”, “anticipate”, “target”, “aim”, “estimate”, ” “intends,” “plans,” “believes,” “may,” “continue,” “likely” or other similar expressions. Further information regarding these and other risks, uncertainties or factors is contained in Studio City International Holdings Limited's filings with the Securities and Exchange Commission. All information provided in this press release is as of the date of this press release, and Studio City Finance undertakes no obligation to update such information except as required by applicable law. yeah.
For information about our investment community, please contact us below.
Jeannie Kim
Senior Vice President, Group Finance
Phone number: +852 2598 3698
Email: jeannykim@melco-resorts.com
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chimy leon
Executive Director, Corporate Communications
Phone number: +852 3151 3765
Email: chimmyleung@melco-resorts.com
