Caesars Entertainment announced the pricing of its previously announced offering of $1.5 billion aggregate principal amount of senior secured notes due in 2032 at an interest rate of 6.5% per annum and an issue price equal to 100% of the principal amount of the notes. The offering is expected to close on or about Feb. 6, subject to customary closing conditions.
The notes will be guaranteed on a senior secured basis by each existing and future wholly-owned domestic subsidiary of the company that is a guarantor with respect to the company’s senior secured credit facilities (the “CEI credit agreement”), its existing 6.25% senior secured notes due in 2025 (prior to the consummation of the transactions set forth below) and its existing 7% senior secured notes due in 2030 (the “subsidiary guarantors”), once certain regulatory approvals are obtained. The notes and guarantees of the notes will be the company’s and the subsidiary guarantors’ senior secured obligations and, once certain regulatory approvals are obtained, secured on a first-priority pari passu basis on substantially all of the property and assets of the company and the subsidiary guarantors, now owned or hereafter acquired by the company and any subsidiary guarantor, that secure the obligations under the company’s senior secured credit facilities, its existing 6.25% senior secured notes due in 2025 (prior to the consummation of the transactions set forth below) and its existing 7% senior secured notes due in 2030.
Concurrently with the issuance of the notes, the company expects to enter into an amendment to the CEI credit agreement to provide for, among other things, a new approximately $2.9 billion senior secured term loan facility (the “new term B-1 loan”), increased from the previously announced $2 billion. The closing of the new term B-1 loan under the CEI Credit Agreement is not a condition to the closing of the sale of the notes. The company intends to (i) use the net proceeds of the sale of the notes and the new term B-1 loan to fund the tender, redemption, repurchase, defeasement or satisfaction and discharge of any and all of the company’s 6.25% senior secured notes due in 2025 and (ii) use the net proceeds of a new financing, which may include without limitation, an unsecured intercompany loan to the offerors, to fund the tender, redemption, repurchase, defeasement or satisfaction and discharge by Caesars Resort Collection and CRC Finco, both wholly-owned subsidiaries of Caesars Entertainment (together, the “offerors”), of any and all of the offerors’ 5.750% senior secured notes due in 2025.
