LVS » Topics » Events of Default

This excerpt taken from the LVS 8-K filed Nov 9, 2009.

Events of Default

The Macau Credit Facility contains events of default customary for such financings, including but not limited to non-payment of principal, interest, fees or other amounts when due; breach of covenants; failure of any representation or warranty to be true in all material respects when made or deemed made; cross default and cross acceleration; change of control; dissolution; insolvency; bankruptcy events; material judgments; actual or asserted invalidity of the guarantees or security documents; and the loss of the Subconcession and certain land concessions. In addition, the following will constitute events of default under the Macau Credit Facility:

 

  (i) involuntary or voluntary bankruptcy or insolvency of LVS, one of our Controlling Shareholders;

 

175


Table of Contents

THIS WEB PROOF INFORMATION PACK IS IN DRAFT FORM. The information contained in it is incomplete and is subject to change. This Web Proof Information Pack must be read in conjunction with the section headed ‘‘Warning’’ on the cover of this Web Proof Information Pack.

 

FINANCIAL INFORMATION

 

 

  (ii) a change of control event including any sale, pledge or transfer of securities by Sheldon G. Adelson pursuant to which (a) Mr. Adelson and/or his affiliates or related parties ceases to own at least 35.0% of voting securities of LVS, (b) any person or group of related persons owns a greater percentage of the voting securities than Mr. Adelson and/or his affiliates or related parties, or (c) LVS ceases to own, either directly or indirectly, (x) prior to the occurrence of a permitted equity sale, 100% of the common equity interests of VML and (y) following the occurrence of a permitted equity sale, 50.1% of the common equity interests of the VML, subject, in each case, to the Usufruct Agreement and any mandatory minority shareholder requirements in Macau;

 

  (iii) a change of control (as defined in other debt instruments where the amount of indebtedness recorded in such instrument is in excess of US$75.0 million) of any of LVS, Las Vegas Sands, LLC, Venetian Casino Resort, LLC, the Borrower, VML or any restricted subsidiary has occurred; or

 

  (iv) LVS contests the validity or enforceability of the Sponsor Agreement or LVS breaches the Sponsor Agreement.

If such events of default were to occur, our payment obligations under the Macau Credit Facility may immediately become due and payable to the lenders. Some of these events of default allow for grace periods and are subject to materiality thresholds.

This excerpt taken from the LVS 8-K filed Nov 2, 2009.

Events of Default

The Macau Credit Facility contains events of default customary for such financings, including but not limited to non-payment of principal, interest, fees or other amounts when due; breach of covenants; failure of any representation or warranty to be true in all material respects when made or deemed made; cross default and cross acceleration; change of control; dissolution; insolvency; bankruptcy events; material judgments; actual or asserted invalidity of the guarantees or security documents; and the loss of the Subconcession and certain land concessions. In addition, the following will constitute events of default under the Macau Credit Facility:

 

  (i) involuntary or voluntary bankruptcy or insolvency of LVS, one of our Controlling Shareholders;

 

  (ii) a change of control event including any sale, pledge or transfer of securities by Sheldon G. Adelson pursuant to which (a) Mr. Adelson and/or his affiliates or related parties ceases to own at least 35.0% of voting securities of LVS, (b) any person or group of related persons owns a greater percentage of the voting securities than Mr. Adelson and/or his affiliates or related parties, or (c) LVS ceases to own, either directly or indirectly, (x) prior to the occurrence of a permitted equity sale, 100% of the common equity interests of VML and (y) following the occurrence of a permitted equity sale, 50.1% of the common equity interests of the VML, subject, in each case, to the Usufruct Agreement and any mandatory minority shareholder requirements in Macau;

 

  (iii) a change of control (as defined in other debt instruments where the amount of indebtedness recorded in such instrument is in excess of US$75.0 million) of any of LVS, Las Vegas Sands, LLC, Venetian Casino Resort, LLC, the Borrower, VML or any restricted subsidiary has occurred; or

 

  (iv) LVS contests the validity or enforceability of the Sponsor Agreement or LVS breaches the Sponsor Agreement.

If such events of default were to occur, our payment obligations under the Macau Credit Facility may immediately become due and payable to the lenders. Some of these events of default allow for grace periods and are subject to materiality thresholds.

 

173


Table of Contents

THIS WEB PROOF INFORMATION PACK IS IN DRAFT FORM. The information contained in it is incomplete and is subject to change. This Web Proof Information Pack must be read in conjunction with the section headed ‘‘Warning’’ on the cover of this Web Proof Information Pack.

 

FINANCIAL INFORMATION

 

 

EXCERPTS ON THIS PAGE:

8-K
Nov 9, 2009
8-K
Nov 2, 2009
Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki