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MGM Resorts International – ‘SC 13E4/A’ on 8/6/99 re: MGM Resorts International

On:  Friday, 8/6/99   ·   Accession #:  944209-99-1271   ·   File #:  5-40054

Previous ‘SC 13E4’:  ‘SC 13E4’ on 6/17/99   ·   Latest ‘SC 13E4’:  This Filing

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/06/99  MGM Resorts International         SC 13E4/A              5:65K  MGM Resorts International         RR Donelley Financial/FA

Amendment to Tender-Offer Statement — Issuer Tender Offer   —   Schedule 13E-4
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13E4/A   Amendment No. 1 to Schedule 13E-4/A                    4     16K 
 2: EX-99.(A)(10)  Press Release Dated July 26, 1999                   2      9K 
 3: EX-99.(A)(11)  Press Release Dated July 30, 1999                   2      8K 
 4: EX-99.(A)(12)  Press Release Dated August 5, 1999                  1      7K 
 5: EX-99.(G)(4)  Selected Text of Mgm Grand's 10-Q for 6/30/1999     16     87K 


SC 13E4/A   —   Amendment No. 1 to Schedule 13E-4/A
Document Table of Contents

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11st Page   -   Filing Submission
2Item 1. Security And Issuer
"Item 1,. Paragraph (B) Is Amended by Adding the Following:
"Item 3. Purpose of the Tender Offer and Plans or Proposals of the Issuer or Affiliate
"Item 4. Interest in Securities of the Issuer
"Item 4. Is Amended by Adding the Following:
"Item 7. Financial Information
"Item 9. Material to Be Filed as Exhibits
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SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------------------------------------------------------------------------------- SCHEDULE 13E-4/A ISSUER TENDER OFFER STATEMENT (Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934) (Amendment No.1) -------------------------------------------------------------------------------- MGM GRAND, INC. (Name of issuer and person filing statement) COMMON STOCK, PAR VALUE $.01 PER SHARE (Title of class of securities) 552953101 (Cusip number of class of securities) SCOTT LANGSNER SECRETARY/TREASURER MGM GRAND, INC. 3799 LAS VEGAS BLVD. SOUTH LAS VEGAS, NEVADA 89109 (Name, address and telephone number of person authorized to receive notices and communications on behalf of the person filing statement) COPY TO: JANET S. MCCLOUD, ESQ. CHRISTENSEN, MILLER, FINK, JACOBS, GLASER, WEIL & SHAPIRO, LLP 2121 AVENUE OF THE STARS, 18TH FLOOR LOS ANGELES, CALIFORNIA 90067 (310) 553-3000 June 17, 1999 (Date tender offer first published, sent or given to security holders)
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This Amendment No. 1 modifies and supplements the Issuer Tender Offer Statement on Schedule 13E-4 (the "Statement"), dated June 17, 1999, filed by MGM Grand, Inc., a Delaware corporation (the "Issuer"). Capitalized terms not defined herein shall have the meanings given to them in the Statement. ITEM 1. Security And Issuer Item 1, paragraph (b) is amended by adding the following: (b) On July 26, 1999, the Issuer issued a press release announcing the preliminary results of its issuer tender offer. A copy of this press release is filed as Exhibit (a)(10) hereto, and is incorporated herein by reference. On July 30, 1999, the Issuer issued a press release announcing the final results of its issuer tender offer. A copy of this press release is filed as Exhibit (a)(11) hereto, and is incorporated herein by reference. The following executive officers of the Issuer participated in the tender offer: Name Title Number of Shares Sold ---- ----- --------------------- J. Terrence Lanni Chairman of the Board and 409,804 Chief Executive Officer Alex Yemenidjian President and Director 233,608 Scott Langsner Secretary/Treasurer 5,625 ------- Total Shares Sold by Executive Officers: 649,037 Item 3. Purpose of the Tender Offer and Plans or Proposals of the Issuer or Affiliate (a) On August 5, 1999, the Issuer announced a 12-month stock repurchase program. The press release making such announcement is attached hereto as Exhibit (a)(12) and is incorporated herein by reference. ITEM 4. Interest in Securities of the Issuer Item 4 is amended by adding the following: On July 26, 1999, MGM Grand's Registration Statement on Form S-3 (File No. 333-81285) was declared effective by the Securities and Exchange Commission. The Registration Statement registers for resale up to 3,894,406 shares of Common Stock held by Kirk Kerkorian, a Director and the principal stockholder of the Issuer. On July 30, 1999, J. Terrence Lanni, Chairman of the Board and Chief Executive Officer sold 85,000 shares of Common Stock acquired upon exercise of stock options. These shares were sold in open market transactions at per share prices of $46.2166 for 75,000 shares and $46.6906 for 10,000 shares. ITEM 7. Financial Information Item 7 is amended by adding the following: On August 3, 1999, MGM Grand filed its Quarterly Report on Form 10-Q for the period ended June 30, 1999. The information set forth on pages 1 to 16 of MGM Grand's Quarterly Report on Form 10-Q for the period ended June 30, 1999, filed as Exhibit (g) (4) hereto, is incorporated herein by reference. ITEM 9. Material to Be Filed as Exhibits. (a)(10) Press Release dated July 26, 1999. (a)(11) Press Release dated July 30, 1999. (a)(12) Press Release dated Agust 6, 1999. (g)(4) Pages 1 through 16 of MGM Grand's Quarterly Report on Form 10-Q for the period ended June 30, 1999. -2-
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SIGNATURE After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. MGM GRAND, INC. By: /s/ James Murren ------------------------------- James Murren Chief Financial Officer Dated: August 6, 1999 -3-
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INDEX TO EXHIBITS ITEM DESCRIPTION PAGE ----- ----------- ------ (a)(10) Press Release dated July 26, 1999. (a)(11) Press Release dated July 30, 1999. (a)(12) Press Release dated August 5, 1999. (g)(4) Pages 1 through 16 of MGM Grand's Quarterly Report on Form 10-Q for the period ended June 30, 1999.

Dates Referenced Herein   and   Documents Incorporated by Reference

Referenced-On Page
This ‘SC 13E4/A’ Filing    Date First  Last      Other Filings
Filed on:8/6/993
8/5/9924
8/3/99210-Q
7/30/9924
7/26/9924
6/30/992410-Q,  10-Q/A
6/17/99128-K,  SC 13E4
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Filing Submission 0000944209-99-001271   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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