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las vegas and reno, nevada, January 23, 2023 /PRNewswire/ — Caesars Entertainment Corporation (NASDAQ: Czech Republic) (the “Company”) today announces that, subject to market and other conditions, the Company intends to offer, $1.25 billion Principal Amount of Senior Secured Notes Due 2030 (“Notes”) Offered in a Private Placement to Qualified Institutional Buyers as well as Outside Parties Pursuant to Rule 144A of the Securities Act of 1933, as amended (the “Securities Act”) lump sum United States Pursuant to Regulation S of the Securities Act. The notes will be guaranteed by each of the Company’s existing and future wholly-owned domestic subsidiaries on a senior secured basis under the Company’s senior secured credit facility (the “CEI Credit Agreement”) and its existing 6.25% seniority Guarantored Notes due 2025 once the Guarantor obtains certain regulatory approvals (“Subsidiary Guarantors”). The Notes and the security for the Notes will be senior secured obligations of the Issuer and the Subsidiary Guarantors, which will, subject to certain regulatory approvals, secure substantially all property and assets of the Issuer and the Subsidiary Guarantors with equal first priority. The subordinate guarantors, now owned by the issuer and any subordinate guarantors or later acquired, guarantee the company’s senior secured credit facility and its obligations under its existing 6.25% senior secured notes due 2025.
Concurrent with the issuance of the Notes, the Company anticipates amending the CEI Credit Agreement to provide, among other things, for new $1.75 billion Priority Secured Term Loan (“New Term B Loan”). Completion of the New Tranche B Loan under the CEI Credit Agreement was not a condition of completion of the note sale. The Company intends to use the net proceeds from the sale of the Notes, the New Phase B Loan, borrowings under the Company’s existing revolving credit facility and cash on hand to (i) repay all of the Phase B Loan to Caesars Resort Collection, LLC, a wholly owned subsidiary of the Company , together with all accrued interest, fees and premiums, and (ii) payment of fees and expenses related to the foregoing.
The notes will be offered to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A of the Securities Act, as well as to outside parties United States Pursuant to Regulation S of the Securities Act.The Notes will not be registered under the Securities Act and, unless registered, may not be United States Except for transactions that are exempt from or not subject to the registration requirements of the Securities Act and applicable state securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of any securities in any state or jurisdiction in which such offer, solicitation or sale would be registered or obtained Qualification would have been unlawful under the securities laws of any such state or jurisdiction.
forward-looking statement
This announcement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include statements about our strategies, objectives and plans to develop or acquire property or business in the future, as well as information about expectations, future results of operations, trends and other information that is not historical. When used in this report, terms such as “anticipate”, “believe”, “project”, “plan”, “intend”, “anticipate”, “could”, “likely”, “estimate”, “may” etc. or the phrases”, “should”, “will”, “may continue” and variations of such words or similar expressions are intended to identify forward-looking statements. Specifically, forward-looking statements may include statements about the offering, the new Term B Loan or statements of intended use. Such statements are subject to risks, uncertainties and changes in circumstances that may affect the company (“we”, “our”, “our” or other similar terms) have a material effect on the future performance and business.
Any forward-looking statements are based on underlying assumptions, including any assumptions mentioned in specific statements as of the date such statements are made. Such assumptions are in turn based on internal estimates and analyzes of market conditions and trends, management plans and strategies, economic conditions and other factors. Such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control and are subject to change. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may not occur in the future. Actual results and trends may differ materially from any future results, trends, performance or achievements expressed or implied by such statements. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update forward-looking statements. Forward-looking statements should not be relied upon as representations by us or anyone else that the forward-looking statements will materialize. Undue reliance should not be placed on any forward-looking statement. Some of the contingencies and uncertainties involved in any forward-looking statements contained herein include, but are not limited to, the following: (a) the impact of COVID-19, inflation, fuel price increases, supply chain shortages, labor shortages and other economic and market conditions, including changes in consumer discretionary spending resulting from such factors, on our business, financial performance and liquidity; (b) our success in operating digital gaming and online gaming platforms and expanding their user base capabilities; (c) risks related to our leverage and our ability to reduce leverage; (d) the effect of competition on our business and results of operations, including new competition in certain of our markets; (e) the Company’s most recent 10-K Other factors discussed in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-Q, our Quarterly Reports on Form 10-Q and our current reports on Form 8-K with the Securities and Exchange Commission .
In light of these and other risks, uncertainties and assumptions, the forward-looking events discussed in this news release may not occur. These forward-looking statements speak only as of the date of this press release, even if subsequently published on our website or elsewhere, and we do not intend to publicly update any forward-looking statement to reflect events or circumstances after that date on which the statement is based, Except as may be required by law.
SOURCE Caesars Entertainment
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