-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P2R0wmheNua5/DcacSvgXjxEAWtnARTjWlYQJPfZpBNstufP/nkyo5EAVM7FIRKO Ow8+iWzp3VF6S89+BF6+Yw== 0000950142-02-000539.txt : 20020607 0000950142-02-000539.hdr.sgml : 20020607 20020605121421 ACCESSION NUMBER: 0000950142-02-000539 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020604 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Change in fiscal year FILED AS OF DATE: 20020605 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LAS VEGAS SANDS INC CENTRAL INDEX KEY: 0000850994 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 043010100 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-42147 FILM NUMBER: 02670587 BUSINESS ADDRESS: STREET 1: 3355 LAS VEGAS BLVD SOUTH RM 1A CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 702414452 MAIL ADDRESS: STREET 1: 3355 LAS VEGAS BOULEVARD SOUTH CITY: LAS VEGAS STATE: NV ZIP: 89109 8-K 1 form8k60402.txt FORM 8-K CURRENT REPORT 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): June 4, 2002 LAS VEGAS SANDS, INC. (Exact name of registrant as specified in its charter) NEVADA 333-42147 04-3010100 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 3355 LAS VEGAS BOULEVARD SOUTH ROOM 1A LAS VEGAS, NEVADA 89109 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (702) 414-1000 NOT APPLICABLE (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS. On June 4, 2002, we issued a press release pursuant to Rule 135c under the Securities Act of 1933, as amended, relating to the closing of $850 million in aggregate principal amount of mortgage notes in a Rule 144A offering. The notes will bear interest at 11% and mature on June 15, 2010. In connection with the offering of the mortgage notes, we entered into a new senior secured credit facility in an aggregate amount of approximately $375 million and a new secured mall loan facility in an aggregate amount of $105 million. We have or will use the proceeds from the offering of the mortgage notes and borrowing under these new facilities to repay, redeem or repurchase all of our outstanding indebtedness, to finance the construction and development of a 1000-room addition to the Venetian Casino Resort, additional meeting and conference space and an expansion to the Venetian Casino Resort's parking garage (the "Phase IA Addition"), and to pay all fees and expenses associated with these transactions. The press release announcing these transactions is attached as Exhibit 99.1 to this report on Form 8-K. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. EXHIBIT NUMBER TITLE - -------------- ----- 99.1 Press Release of Las Vegas Sands, Inc., dated June 4, 2002. 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: June 5, 2002 LAS VEGAS SANDS, INC. By: /s/ Harry D. Miltenberger --------------------------------------- Name: Harry D. Miltenberger Title: Vice President Finance EXHIBIT INDEX EXHIBIT NUMBER TITLE - -------------- ----- 99.1 Press Release of Las Vegas Sands, Inc., dated June 4, 2002. EX-99 3 ex991form8k60402.txt EXHIBIT 99.1 EXHIBIT 99.1 ------------ VENETIAN CASINO RESORT, LLC AND LAS VEGAS SANDS, INC. COMPLETE $850 MILLION OFFERING OF MORTGAGE NOTES AND OTHER REFINANCING TRANSACTIONS (Las Vegas, NV - June 4, 2002) Venetian Casino Resort, LLC and Las Vegas Sands, Inc. announced today that they had closed their Rule 144A offering of $850 million in aggregate principal amount of mortgage notes. The notes bear interest at 11% and mature on June 15, 2010. In connection with the offering of their mortgage notes, Venetian and its subsidiaries also entered into a new senior secured credit facility in an aggregate amount of $375 million and a new secured mall loan facility in an aggregate principal amount of $105 million. Venetian has used or will use the net proceeds from its offering of mortgage notes and initial borrowings under its new loan facilities to repay, repurchase or redeem all outstanding indebtedness of Venetian and its subsidiaries, including indebtedness under Venetian's existing bank credit facility, its furniture, fixture & equipment credit facility, its mall debt, its 12 1/4% mortgage notes due 2004, its 14 1/4% senior subordinated notes due 2005 and certain other indebtedness, and to pay all fees and expenses associated with these transactions. Venetian will dedicate the remaining proceeds and borrowings under its new senior secured credit facilities to finance the construction and development of the Phase IA Addition, which consists of a 1000-room addition to the Casino Resort, additional meeting and conference space and an expansion to the Casino Resort's parking garage. The refinancing will also facilitate the Venetian's development of its proposed project in Macau, People's Republic of China. As part of the refinancing, Venetian closed its tender offer for its outstanding 12 1/4% mortgage notes due 2004 and 14 1/4% senior subordinated notes due 2005 and repurchased a substantial majority of its outstanding mortgage notes and senior subordinated notes. Venetian also announced today that it has consummated a covenant defeasance for its remaining outstanding mortgage notes due 2004 and that it has called for redemption on July 4, 2002 all its remaining outstanding mortgage notes due 2004 and senior subordinated notes due 2005. The mortgage notes have not been and will not be registered under the Securities Act 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. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale of any securities in any jurisdiction in which such offering, solicitation or sale would be unlawful. THE MATTERS DESCRIBED IN THIS PRESS RELEASE CONTAIN FORWARD-LOOKING STATEMENTS THAT ARE MADE PURSUANT TO THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. FORWARD-LOOKING STATEMENTS INVOLVE A NUMBER OF RISKS, UNCERTAINTIES OR OTHER FACTORS BEYOND VENETIAN'S CONTROL, WHICH MAY CAUSE MATERIAL DIFFERENCES IN ACTUAL RESULTS, PERFORMANCE OR OTHER EXPECTATIONS. THESE FACTORS INCLUDE BUT ARE NOT LIMITED TO GENERAL ECONOMIC CONDITIONS, COMPETITION, NEW VENTURES, GOVERNMENT REGULATION, LEGALIZATION OF GAMING, INTEREST RATES, FUTURE TERRORIST ACTS, INSURANCE, AND OTHER FACTORS DETAILED IN THE REPORTS FILED BY LAS VEGAS SANDS, INC. WITH THE SECURITIES AND EXCHANGE COMMISSION. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE THEREOF. VENETIAN ASSUMES NO OBLIGATION TO UPDATE SUCH INFORMATION. CONTACT INFORMATION Venetian Casino Resort, LLC Harry Miltenberger - Vice President (702) 733-5729 miltenbh@venetian.com --------------------- -----END PRIVACY-ENHANCED MESSAGE-----