Press Release

Las Vegas Sands Updates Transaction Information

Font Scale:
Posted 11 November 2008 @ 12:32 pm ET

LAS VEGAS, Nov. 11 /PRNewswire-FirstCall/ -- On November 10, 2008 LasVegas Sands Corp. (NYSE: LVS) announced the pricing of its public offering of181,818,182 shares of common stock, 5,196,300 shares of its 10% Series ACumulative Perpetual Preferred Stock and warrants to purchase an aggregate ofapproximately 86,605,173 shares of common stock at an exercise price of $6.00per share. Concurrently with this public offering, the Company entered into anagreement with the family of Sheldon G. Adelson, our Chairman and ChiefExecutive Officer and principal stockholder. Pursuant to this agreement, theCompany will issue and sell to the Adelson family 5,250,000 shares of Series Apreferred stock and warrants to purchase an aggregate of approximately87,500,175 shares of common stock at an exercise price of $6.00 per share, onthe same terms as those offered in the underwritten offering. The agreementalso requires that the Adelson family convert its 6.5% convertible seniornotes due 2013 into shares of the Company's common stock at a conversion priceequal to the public offering price of $5.50 per share for the common stock,which would normally require approval of stockholders according to theShareholder Approval Policy of the New York Stock Exchange (the "NYSE").

However, after a careful review of the facts, the members of the auditcommittee of the Company's board of directors have determined that any delaycaused by securing shareholder approval prior to the issuance of these sharesof common stock in connection with the conversion of the convertible seniornotes would seriously jeopardize the ability to complete the offerings as wellas the financial viability of the Company. Pursuant to an exception in theNYSE's shareholder approval policy, on November 11, 2008, the Company's auditcommittee members approved the Company's omission to seek shareholder approvalthat would otherwise have been required under that policy. In connection withreliance upon this exception, the Company has agreed to mail a letter to allshareholders notifying them of the issuance the shares of common stock uponconversion of the convertible senior notes without prior shareholder approval.

A shelf registration statement relating to the offerings was filed withthe Securities and Exchange Commission and became effective on November 6,2008. This press release shall not constitute an offer to sell, or thesolicitation of an offer to buy, nor shall there be any sale of thesesecurities in any state or jurisdiction in which such offer, solicitation orsale would be unlawful prior to registration or qualification under thesecurities laws of any such state or jurisdiction.

A copy of the prospectus relating to the offering may be obtained fromGoldman Sachs & Co., Prospectus Department, 85 Broad Street, New York, NY10004, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailingprospectus-ny@ny.email.gs.com.

Certain additional information provided to investors in connection withthe offering is available on the Las Vegas Sands Corp. website,http://www.lasvegassands.com, under Investor Relations - Presentations.

Statements in this press release, which are not historical facts, are"forward-looking" statements that are made pursuant to the Safe HarborProvisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve a number of risks, uncertainties or other factorsbeyond the Company's control, which may cause material differences in actualresults, performance or other expectations. These factors include, but are notlimited to general economic conditions, competition, new ventures, governmentregulation, legalization of gaming, interest rates, future terrorist acts,insurance, and other factors detailed in the reports filed by Las Vegas SandsCorp. with the Securities and Exchange Commission. Las Vegas Sands Corp.assumes no obligation to update such information.

ABOUT LAS VEGAS SANDS CORP.

Las Vegas Sands Corp. (NYSE: LVS) is the leading international developerof multi-use integrated resorts.

The Las Vegas, Nevada-based company owns and operates The VenetianResort-Hotel-Casino, The Palazzo Resort-Hotel-Casino, and the Sands Expo andConvention Center in Las Vegas and The Venetian Macao Resort-Hotel and theSands Macao in the People's Republic of China (PRC) Special AdministrativeRegion of Macao. The company also owns the Four Seasons Hotel Macao and isconstructing two additional integrated resorts: Sands Casino ResortBethlehem(TM) in Eastern Pennsylvania; and Marina Bay Sands(TM) in Singapore.

LVS is also creating the Cotai Strip(R), a master-planned development ofresort-casino properties in Macao. At completion, the Cotai Strip will featureapproximately 21,000 rooms from world-renowned hotel brands such as St. Regis,Sheraton, Shangri-La, Traders, Hilton, Conrad, Fairmont, Raffles, Holiday Inn,and InterContinental.

CONTACTS:

Investment Community: Scott Henry (702) 733-5502

Media: Ron Reese (702) 414-3607

SOURCE Las Vegas Sands Corp.


PR RSS
E-Newsletters : Enter your Email for Fast News & Opinions
Sponsored By
Click here!
advertisement
advertisement
Advertisement
POS Magnetic Card Readers

Online distributor for point of sale equipment, TYSSO and Pegasus.

 
IBTimes.com Web
Partners
International Business Times© 2009 The Ibtimes Company. All Rights Reserved. Terms of service | Privacy Policy | Advertising | About Us | Contact Us | Archives