Melco Resorts Finance Announces Proposed Senior Notes Offering and Conditional Tender Offer

Core Viewpoint - Melco Resorts Finance Limited is proposing an international offering of senior notes to fund a conditional cash tender offer for its existing senior notes and for general corporate purposes [1][9]. Group 1: New Notes Offering - The New Notes will be senior obligations of Melco Resorts Finance, ranking equally with existing and future senior indebtedness, with Melco not acting as a guarantor [2]. - The interest rate and terms of the New Notes will be determined at the time of pricing, and the offering is subject to market conditions and investor interest [3]. - The proceeds from the New Notes Offering are expected to fund the Conditional Tender Offer, cover related fees, and potentially redeem any remaining Existing Notes [9][10]. Group 2: Conditional Tender Offer - Melco Resorts Finance has initiated a conditional cash tender offer for its outstanding 5.250% senior notes due 2026, contingent upon the successful completion of the New Notes Offering [4]. - The Conditional Tender Offer will expire on September 19, 2025, unless extended or terminated, with settlement expected on September 24, 2025 [4][5]. - The consideration for each US$1,000 principal amount of Existing Notes will be US$1,000, with minimum denominations of US$200,000 [5]. Group 3: Redemption and Management - Melco Resorts Finance intends to redeem any Existing Notes not purchased in the Conditional Tender Offer, but is not obligated to do so [6]. - The Conditional Tender Offer is being conducted according to the terms set out in the Offer to Purchase, which will be distributed to holders by Kroll Issuer Services Limited [7]. - Deutsche Bank AG and Morgan Stanley & Co. LLC are acting as dealer managers for the Conditional Tender Offer [8].