Studio City Company announces results of cash tender offer for 7.00% senior secured notes due 2027, expiring May 12, 2026.
Quiver AI Summary
Studio City Company Limited has announced the results of its Conditional Tender Offer for its outstanding 7.00% senior secured notes due 2027, which expired on May 12, 2026. During the offer period, US$196,421,000 of the notes were validly tendered, and an additional US$1,500,000 were submitted under guaranteed delivery procedures. The purchase price for the accepted notes is set at US$1,001.25 per US$1,000 principal amount. Studio City plans to accept all validly tendered notes and expects to make payments to note holders by May 15, 2026. The entire offer process is being managed by Deutsche Bank AG and Kroll Issuer Services Limited, and the offer details can be found in the official Offer to Purchase document. This press release is for informational purposes and does not constitute an offer to sell or purchase any securities.
Potential Positives
- The announcement of the Conditional Tender Offer indicates proactive financial management by Studio City Company, which may enhance investor confidence.
- The valid tendering of US$196,421,000 aggregate principal amount of the 2027 SCC Senior Secured Notes reflects strong market response and interest in the company's debt securities.
- By offering to purchase the senior secured notes at a slight premium, the company could improve its capital structure and reduce future interest obligations, positioning itself for better financial stability.
- The engagement of reputable financial institutions like Deutsche Bank and Kroll Issuer Services for managing the tender offer signifies a strong governance framework and adds credibility to the process.
Potential Negatives
- The company is seeking to repurchase its senior secured notes, indicating potential liquidity issues or concerns about its ability to meet its debt obligations.
- The tender offer's acceptance is contingent upon satisfying several conditions, including a "Financing Condition," which may raise concerns about the company's financial stability and future funding.
- The significant amount of notes tendered (approximately $197 million) may reflect market unease regarding the company's creditworthiness or investor confidence in its financial health.
FAQ
What is the purpose of the Conditional Tender Offer by Studio City Company?
The Conditional Tender Offer aims to buy back outstanding 7.00% senior secured notes due 2027.
What is the deadline for the delivery of tendered Notes?
The deadline for delivery of Notes under guaranteed delivery procedures is 5:00 p.m., May 14, 2026.
How much was validly tendered before the Expiration Time?
US$196,421,000 aggregate principal amount of the Notes were validly tendered prior to the Expiration Time.
What is the consideration for validly tendered Notes?
The consideration for each US$1,000 principal amount of the 2027 SCC Senior Secured Notes is US$1,001.25.
Who is the dealer manager for the Conditional Tender Offer?
Deutsche Bank AG, Singapore Branch is acting as the dealer manager for the Conditional Tender Offer.
Disclaimer: This is an AI-generated summary of a press release distributed by GlobeNewswire. The model used to summarize this release may make mistakes. See the full release here.
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Full Release
MACAU, May 13, 2026 (GLOBE NEWSWIRE) -- Studio City Company Limited (“ Studio City Company ”) today announces the results of its previously announced conditional cash tender offer for any and all of its outstanding 7.00% senior secured notes due 2027 (CUSIP Numbers G8539E AC9 and 86400G AC3; ISIN USG8539EAC96 and US86400GAC33) (the “ 2027 SCC Senior Secured Notes ” and such conditional tender offer, the “ Conditional Tender Offer ”) as further described in the Offer to Purchase dated May 6, 2026 (the “ Offer to Purchase ”) and the related Notice of Guaranteed Delivery. Capitalized terms used in this announcement but not defined herein have the meanings given to them in the Offer to Purchase.
The Conditional Tender Offer expired at 5:00 p.m., New York City time, on May 12, 2026 (the “ Expiration Time ”). The deadline for delivery of Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase is 5:00 p.m., New York City time, on May 14, 2026. At or prior to the Expiration Time, US$196,421,000 aggregate principal amount of the Notes were validly tendered (and not validly withdrawn) and an additional US$1,500,000 aggregate principal of the Notes were subject to the guaranteed delivery procedures.
The consideration for each US$1,000 principal amount of the 2027 SCC Senior Secured Notes validly tendered prior to the Expiration Time and accepted for purchase pursuant to the Conditional Tender Offer will be US$1,001.25. Subject to the conditions (including the Financing Condition) set out in “Terms of the Offer—Conditions to the Offer” in the Offer to Purchase having been satisfied or otherwise waived by Studio City Company, as the case may be, Studio City Company expects to accept for purchase all of the 2027 SCC Senior Secured Notes that were validly tendered (and not validly withdrawn) pursuant to the Conditional Tender Offer and pay the consideration to the Holders of the 2027 SCC Senior Secured Notes accepted for purchase in the Conditional Tender Offer promptly after the Expiration Time on the settlement date, which is expected to be on May 15, 2026.
The Conditional Tender Offer was made solely pursuant to the Offer to Purchase, which sets forth the complete terms of the Conditional Tender Offer. Copies of the Offer to Purchase are available from the Tender and Information Agent at the following website: https://deals.is.kroll.com/studiocity. Studio City Company has engaged Deutsche Bank AG, Singapore Branch to act as the dealer manager for the Conditional Tender Offer. Questions regarding the terms of the Conditional Tender Offer should be directed to Deutsche Bank AG, Singapore Branch at One Raffles Quay, #17-00 South Tower, Singapore 048583, Attention: Global Risk Syndicate (Tel: +65 6423-4229), with a copy to Deutsche Bank AG, London Branch at 21 Moorfields, London EC2Y 9DB, United Kingdom, Attention: Liability Management Group (Tel: +44 20-7545-8011) and Deutsche Bank Securities Inc. at 1 Columbus Circle, New York, New York 10019, United States of America, Attention: Liability Management Group (Tel: +1 212-250-7527) with a copy at the same address to Attention of the General Counsel, 19th Floor at the email of [email protected]. Studio City Company has appointed Kroll Issuer Services Limited to serve as the Tender and Information Agent for the Conditional Tender Offer. Questions regarding the Conditional Tender Offer or requests for additional copies of the Offer to Purchase should be directed to Kroll Issuer Services Limited, Attention: Kevin Wong / Alison Lee (Tel: +852 2281 0114 / +44 20 7704 0880, Email: [email protected]).
This press release is not an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Conditional Tender Offer was made solely by the Offer to Purchase.
The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this press release comes are required to inform themselves about, and to observe, any such restrictions.
This press release is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities referred to herein. 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 prior to registration or qualification under the securities laws of any such 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 specifically include statements regarding Studio City Company’s plans and expected timing with respect to the Conditional Tender Offer. Studio City International Holdings Limited may also make forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about the Studio City Company’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) changes in the gaming market and visitations in Macau, (ii) local and global economic conditions, (iii) capital and credit market volatility, (iv) our anticipated growth strategies, (v) risks associated with the implementation of the amended Macau gaming law by the Macau government, (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. Further information regarding these and other risks, uncertainties or factors is included in the Offer to Purchase. All information provided in this press release is as of the date of this press release, and Studio City Company undertakes no duty to update such information, except as required under applicable law.
For the investment community, please contact:
Jeanny Kim
Senior Vice President, Group Treasurer
Tel: +852 2598 3698
Email:
[email protected]
For media enquiries, please contact:
Chimmy Leung
Executive Director, Corporate Communications
Tel: +852 3151 3765
Email:
[email protected]