Tender-Offer Statement — Issuer Tender Offer — Schedule 13E-4
Filing Table of Contents
Document/Exhibit Description Pages Size
1: SC 13E4 Tender-Offer Statement -- Issuer Tender Offer 5 25K
2: EX-99.(A)(1) Form of Offer to Purchase 34 158K
3: EX-99.(A)(2) Form of Letter of Transmittal 12 54K
4: EX-99.(A)(3) Form of Notice of Guaranteed Delivery 2 16K
5: EX-99.(A)(4) Form of Letter to Brokers, Dealers 2 13K
6: EX-99.(A)(5) Form of Letter to Clients 2 13K
7: EX-99.(A)(6) Press Release Dated 6/23/98 2 12K
8: EX-99.(A)(7) Form of Summary Advertisement 4± 17K
9: EX-99.(A)(8) Substitute W-9 Tax Guidelines 4± 16K
10: EX-99.(G)(1) Exhibit 13 to Company's Annual Report on Form 37 182K
10-K
11: EX-99.(G)(2) Certain Pages of the Company's Form 10-Q 9 47K
12: EX-99.(G)(3) Consent of Independent Accountants 1 6K
EX-99.(A)(6) — Press Release Dated 6/23/98
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EXHIBIT (a)(6)
[LETTERHEAD OF MGM GRAND, INC.]
FOR IMMEDIATE RELEASE CONTACT: James J. Murren
--------------------- Chief Financial Officer
(702) 891-3344
MGM GRAND, INC. ANNOUNCES $35 PER SHARE CASH TENDER OFFER FOR
-------------------------------------------------------------
UP TO 6 MILLION SHARES AS PART OF A 12 MILLION SHARE STOCK
----------------------------------------------------------
REPURCHASE PROGRAM
------------------
LAS VEGAS, NEVADA, June 23, 1998 - MGM Grand, Inc. (NYSE.MGG) announced today
that its Board of Directors has authorized the Company to purchase up to
12,000,000 shares of its common stock, representing approximately 20% of the
outstanding shares. The Board authorized the acquisition of up to 6,000,000
shares through a $35.00 per share cash tender offer, which would be the first
step of the 12,000,000 share repurchase program. The offer is expected to
commence on Thursday, July 2, 1998 and to expire at midnight, New York City
time, Friday, July 31, 1998, unless extended by MGM Grand. On March 31, 1998,
MGM Grand had 58,000,280 shares outstanding. The New York Stock Exchange closing
price for MGM Grand stock on June 22, 1998 was $26 5/8 per share.
MGM Grand will finance the repurchase program, including the tender offer,
through available cash, cash flow from operations and, to the extent necessary,
existing credit facilities.
It is anticipated that, depending on market conditions, the remaining 6,000,000
shares in the repurchase program would be acquired through an additional tender
offer or offers.
The tender offer will be subject to various terms and conditions described in
the offering materials to be distributed to MGM Grand's stockholders. Under the
terms of the tender offer, MGM Grand's stockholders will be given the
opportunity to sell up to 6,000,000 shares of MGM Grand, Inc. common stock at
$35.00 per share.
If more than 6,000,000 shares are tendered, and MGM Grand does not elect to
acquire such additional shares, there will be a proration. The tender offer will
not be contingent upon any minimum number of shares being tendered.
The Board of Directors of MGM Grand is not making any recommendation to
stockholders as to whether or not they should tender any shares pursuant to the
offer. MGM Grand has been informed that none of its directors or senior
executive officers nor Tracinda Corporation, the Company's principal
stockholder, intends to tender any shares pursuant to the tender offer.
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MGM Grand concurrently announced that hotel occupancy, casino volume and
customer counts remain strong at MGM Grand Las Vegas-"The City of
Entertainment". Second quarter hotel occupancy has been in the high 90%'s, above
last year, and 99% thus far in June. Table game drop is up year to date and in
the second quarter, while slot handle is flat year to year.
The Company anticipates that lower than average table games hold percentage at
MGM Grand Las Vegas will result in second quarter earnings in a range of $0.25
to $0.30 per share. The table game hold percentage is expected to be in the low
teens compared with an historical average of approximately 20%. This lower hold
percentage obscures the material improvements at the flagship property as it is
transformed into the City of Entertainment.
Terry Lanni, Chairman and Chief Executive Officer, said: "Our volumes remain
strong and above citywide averages, underpinning our business momentum as we
have dramatically upgraded our flagship property and added our state-of-the-art
conference center and pool complex. Further enhancements include our soon to be
completed luxury spa and our MGM Grand Mansion due to open in February 1999."
Alex Yemenidjian, President and Chief Operating Officer, said: "Our Board of
Directors concluded that, in light of MGM Grand's strong financial position,
investing in the Company's own stock represents a high return on investment and
an efficient way of providing value to our stockholders. Our balance sheet
affords us ample room to reinvest in our company while executing our aggressive
growth strategy. Share repurchases further reduce our already low cost of
capital and increase the returns to our shareholders."
###
MGM Grand, Inc. is an entertainment, hotel and gaming company headquartered in
Las Vegas, Nevada. The Company owns and operates the MGM Grand Hotel/Casino in
Las Vegas, the MGM Grand Hotel/Casino in Darwin, Australia, owns a 50% interest
in New York-New York Hotel and Casino in Las Vegas and manages casinos in South
Africa. The Company is also planning to construct destination hotel/casino
resorts in Atlantic City, New Jersey and Detroit, Michigan.
Statements in this release which are not historical facts are "forward looking"
statements and "safe harbor statements" under the Private Securities Litigation
Reform Act of 1995 that involve risks and/or uncertainties as described in the
Company's Annual Report on Form 10-K for the fiscal year ended December 31,
1997.
Dates Referenced Herein and Documents Incorporated by Reference
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