wynn.htm
UNITED STATES
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): September 10, 2009
WYNN RESORTS, LIMITED
(Exact name of registrant as specified in its charter)
|
Nevada |
000-50028 |
46-0484987 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
WYNN LAS VEGAS, LLC
(Exact name of registrant as specified in its charter)
|
Nevada |
333-100768 |
88-0494875 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
3131 Las Vegas Boulevard South |
|
|
Las Vegas, Nevada |
89109 |
|
(Address of principal executive offices of each registrant) |
(Zip Code) |
(702) 770-7555
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|
o |
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
|
o |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
|
o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
|
o |
Pre-commencements communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
|
Item 1.01 |
Entry into a Material Definitive Agreement |
On September 10, 2009, Wynn Las Vegas, LLC (“WLV”), a wholly owned subsidiary of Wynn Resorts, Limited, entered into a fifth amendment (“Amendment No. 5”) to its Amended and Restated Credit Agreement, dated as of August 15, 2006 (as amended by that certain First
Amendment to Amended and Restated Credit Agreement, dated as of April 9, 2007, that certain Second Amendment to Amended and Restated Credit Agreement, dated as of October 31, 2007, that certain Third Amendment to Amended and Restated Credit Agreement, dated as of September 17, 2008, and that certain Fourth Amendment to Amended and Restated Credit Agreement, dated as of April 17, 2009, the “Credit Agreement”), among WLV, Deutsche Bank Trust Company Americas, as Administrative Agent, issuing lender
and swing line lender, Deutsche Bank Securities Inc., as lead arranger and joint book running manager, Banc of America Securities LLC, as lead arranger and joint book running manager, Bank of America, N.A., as syndication agent, J.P. Morgan Securities Inc., as arranger and joint book running manager, JPMorgan Chase Bank, N.A., as joint documentation agent, SG Americas Securities, LLC, as arranger and joint book running manager, Société Générale, as joint documentation agent, Bank of Scotland,
as managing agent, HSH Nordbank AG, as managing agent, the Royal Bank of Scotland PLC, as managing agent, Wachovia Bank, as managing agent, and the several banks and other financial institutions or entities from time to time parties thereto as lenders.
Amendment No. 5 amends the Credit Agreement to, among other things, (a) permit WLV to issue, on or before March 31, 2010, up to $500 million of new senior secured notes and (b) require that 75% of the net cash proceeds of any issuance of new senior secured notes be applied to prepay
loans and reduce commitments under the Credit Agreement.
The lenders and agents under the Credit Agreement and certain of their affiliates have performed investment banking, commercial lending and advisory services for WLV and its affiliates, from time to time, for which they have received customary fees and expenses. These parties
may, from time to time, engage in transactions with, and perform services for, WLV and its affiliates in the ordinary course of their business.
The description of Amendment No. 5 set forth herein does not purport to be complete and is qualified in its entirety by the provisions of Amendment No. 5, which is incorporated herein by reference and is filed herewith as Exhibit 10.1.
|
Item 9.01 |
Financial Statements and Exhibits. |
|
Exhibit
Number |
Description |
|
10.1 |
Fifth Amendment to Amended and Restated Credit Agreement dated as of September 10, 2009 among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., Wynn Show Performers, LLC, Wynn Golf, LLC, Wynn Sunrise, LLC, World Travel, LLC, Kevyn, LLC, Las Vegas Jet, LLC, Wynn Resorts Holdings, LLC, Wynn Completion Guarantor, LLC and Deutsche Bank
Trust Company Americas, as Administrative Agent on behalf of the several banks and other financial institutions or entities from time to time party to Wynn Las Vegas, LLC’s Amended and Restated Credit Agreement, dated as of August 15, 2006.
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: September 14, 2009
| |
WYNN RESORTS, LIMITED |
| |
|
|
| |
|
|
| |
By: |
/s/ Kim Sinatra |
|
| |
|
Kim Sinatra |
| |
|
Senior Vice President, |
| |
|
General Counsel and |
| |
|
Secretary |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: September 14, 2009
| |
WYNN LAS VEGAS, LLC |
| |
|
|
| |
By: |
Wynn Resorts Holdings, LLC, its
sole member |
| |
|
|
| |
By: |
Wynn Resorts, Limited, its sole
member |
| |
|
|
| |
By: |
/s/ Kim Sinatra |
|
| |
|
Kim Sinatra |
| |
|
Senior Vice President, |
| |
|
General Counsel and |
| |
|
Secretary |
5