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Press release from PR Newswire

MGM Resorts International Completes Landmark Refinancing Transactions

Thursday, December 20, 2012

MGM Resorts International Completes Landmark Refinancing Transactions11:23 EST Thursday, December 20, 2012LAS VEGAS, Dec. 20, 2012 /PRNewswire/ -- MGM Resorts International (NYSE: MGM) today announced that it has completed its previously announced refinancing transactions. Specifically, it has:Entered into a $4.0 billion amended and restated credit facility, comprised of a $1.2 billion revolving facility, a $1.05 billion term loan A facility and a $1.75 billion term loan B facility; Issued $1.25 billion of 6.625% senior unsecured notes due 2021; and Accepted all of its outstanding senior secured notes that were tendered in its previously announced tender offers by the early consent date and delivered a notice of redemption for any remaining outstanding senior secured notes in connection with satisfying and discharging these notes. "This is a landmark refinancing for MGM Resorts International," said Jim Murren, Chairman and Chief Executive Officer of MGM Resorts International. "This transformational transaction has been executed earlier than original expectations and at extremely attractive rates. With a significantly stronger capital structure now in place, our focus remains on continuing to maximize free cash flow, de-levering our balance sheet, and positioning our Company to execute on growth and development initiatives."As previously announced, the revolving and term loan A facilities will initially bear interest at LIBOR plus 3.00%, but will be subject to credit rating adjustments after six months, which would result in an interest rate of LIBOR plus 2.75% based on current credit ratings. The term loan B facility will bear interest at LIBOR plus 3.25% with a LIBOR floor of 1.00%. The revolving and term loan A facilities will mature in December 2017 and the term loan B facility will mature in December 2019.  The term loan B was issued at 99.5% to initial lenders. The Company used the net proceeds of the facilities and the net proceeds from the $1.25 billion senior unsecured note offering, together with cash on hand, (i) to repurchase all of its outstanding 13% senior secured notes due 2013, 10.375% senior secured notes due 2014, 11.125% senior secured notes due 2017 and 9% senior secured notes due 2020 (the "Existing Secured Notes") tendered in the previously announced tender offers, (ii) to fund the redemption and satisfaction and discharge of any of the Existing Secured Notes that were not tendered in the tender offers, (iii) to refinance its previous senior credit facility and (iv) to pay transaction-related fees and expenses. The Company intends to use the remaining net proceeds for general corporate purposes. "With the successful completion of these refinancing transactions, we have raised over $8 billion of long-term capital in 2012 at rates significantly lower than recent years.  We anticipate saving approximately $230 million annually in reduced interest expense from this refinancing, allowing us to improve free cash flow and further enhance our balance sheet," said Dan D'Arrigo, EVP, Chief Financial Officer and Treasurer of MGM Resorts International.As a result of the refinancing transactions, the Company expects that it will recognize a substantial charge in the fourth quarter of 2012 related primarily to fees and other expenses associated with the refinancing transactions, predominantly consisting of tender and redemption premiums in connection with the repurchase of the Existing Secured Notes.  About MGM Resorts InternationalMGM Resorts International (NYSE: MGM) is one of the world's leading global hospitality companies, operating a peerless portfolio of destination resort brands, including Bellagio, MGM Grand, Mandalay Bay and The Mirage. In addition to its 51% interest in MGM China Holdings, Limited, which owns the MGM Macau resort and casino and is in the process of developing a gaming resort in Cotai, the Company has significant holdings in gaming, hospitality and entertainment, owns and operates 15 properties located in Nevada, Mississippi and Michigan, and has 50% investments in three other properties in Nevada and Illinois. One of those investments is CityCenter, an unprecedented urban resort destination on the Las Vegas Strip featuring its centerpiece ARIA Resort & Casino. Leveraging MGM Resorts' unmatched amenities, the M life loyalty program delivers one-of-a-kind experiences, insider privileges and personalized rewards for guests at the Company's renowned properties nationwide. Through its hospitality management subsidiary, the Company holds a growing number of development and management agreements for casino and non-casino resort projects around the world. MGM Resorts International supports responsible gaming and has implemented the American Gaming Association's Code of Conduct for Responsible Gaming at its gaming properties. The Company has been honored with numerous awards and recognitions for its industry-leading Diversity Initiative, its community philanthropy programs and the Company's commitment to sustainable development and operations. For more information about MGM Resorts International, visit the Company's website at www.mgmresorts.com.Statements in this release that are not historical facts are forward-looking statements involving risks and/or uncertainties, including those described in the Company's public filings with the Securities and Exchange Commission. We have based forward-looking statements on management's current expectations and assumptions and not on historical facts. Examples of these statements include, but are not limited to, statements regarding anticipated savings due to reduced interest expense and the magnitude of the expected charge in the fourth quarter of 2012. These forward-looking statements involve a number of risks and uncertainties. Among the important factors that could cause actual results to differ materially from those indicated in such forward-looking statements include effects of economic conditions and market conditions in the markets in which we operate and competition with other destination travel locations throughout the United States and the world, the design, timing and costs of expansion projects, risks relating to international operations, permits, licenses, financings, approvals and other contingencies in connection with growth in new or existing jurisdictions and additional risks and uncertainties described in our Form 10-K, Form 10-Q and Form 8-K reports (including all amendments to those reports).  In providing forward-looking statements, the Company is not undertaking any duty or obligation to update these statements publicly as a result of new information, future events or otherwise, except as required by law.SOURCE MGM Resorts InternationalFor further information: Investment Community,DANIEL D'ARRIGO, EVP, Chief Financial Officer & Treasurer, +1-702-693-8895, News Media, ALAN M. FELDMAN, Senior Vice President of Public Affairs, +1-702-891-1840, afeldman@mgmresorts.com