UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): June 8, 2015
Boyd Gaming Corporation
(Exact Name of Registrant as Specified in its Charter)
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Nevada |
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001-12882 |
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88-0242733 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(I.R.S. Employer
Identification Number) |
3883 Howard Hughes Parkway, Ninth Floor
Las Vegas, Nevada 89169
(Address of Principal Executive Offices, Including Zip Code)
(702) 792-7200
(Registrants Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.04. Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement.
As previously disclosed, on May 7, 2015 Boyd Gaming Corporation (the Company) sent a notice
of redemption to the trustee for the 9.125% senior notes due 2018 (CUSIP No. 103304 BG5) (the 2018 Notes) to conditionally call for redemption on June 8, 2015 (the Redemption Date) all of the 2018 Notes then
outstanding.
The condition to the redemption has been satisfied, and on June 8, 2015, the Company redeemed approximately $36.4 million aggregate
principal amount of the 2018 Notes (the Remaining 2018 Notes), which represented the total aggregate amount of the 2018 Notes not accepted for purchase pursuant to the tender offer described in Item 8.01 hereto.
The Remaining 2018 Notes were redeemed at a redemption price of 104.563% of the principal amount thereof, plus accrued and unpaid interest and Additional
Interest (as defined in the indenture for the 2018 Notes), if any, to the Redemption Date. Pursuant to the terms of the indenture for the 2018 Notes, interest on the Remaining 2018 Notes ceased to accrue on the Redemption Date and the only remaining
right of the holders of the Remaining 2018 Notes is to receive payment of the redemption price, including accrued and unpaid interest and Additional Interest, if any, to the Redemption Date, upon surrender of the Remaining 2018 Notes to the trustee.
Item 8.01. Other Events.
On June 5, 2015,
the Company issued a press release announcing the expiration and final results of the tender offer and consent solicitation for its outstanding 2018 Notes. The Company stated that, pursuant to the terms of the tender offer, holders of approximately
$463.6 million aggregate principal amount of the 2018 Notes (representing 92.7% of the 2018 Notes outstanding immediately before the commencement of the tender offer) have validly tendered their 2018 Notes prior to 5:00 p.m., New York City time, on
June 5, 2015. The Company also announced that all of the 2018 Notes that were validly tendered were accepted for purchase by the Company. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.
As described under Item 2.04 hereto, on June 8, 2015, all 2018 Notes that were not tendered and accepted for purchase pursuant to the terms of the
tender offer were redeemed.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number |
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Description |
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99.1 |
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Press Release, dated June 5, 2015, announcing the expiration and final results of the tender offer for the Companys 9.125% senior notes. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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Date: June 8, 2015 |
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Boyd Gaming Corporation |
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/s/ Anthony D. McDuffie |
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Anthony D. McDuffie Vice President and Chief
Accounting Officer |
EXHIBIT INDEX
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Exhibit Number |
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Description |
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99.1 |
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Press Release, dated June 5, 2015, announcing the expiration and final results of the tender offer for the Companys 9.125% senior notes. |
Exhibit 99.1
Financial Contact:
Josh
Hirsberg
(702) 792-7234
joshhirsberg@boydgaming.com
Media Contact:
David Strow
(702) 792-7386
davidstrow@boydgaming.com
BOYD GAMING ANNOUNCES EXPIRATION AND FINAL RESULTS OF TENDER OFFER FOR ITS
9.125% SENIOR NOTES DUE 2018
LAS VEGAS
JUNE 5, 2015 Boyd Gaming Corporation (NYSE: BYD) today announced the expiration and final results of the Companys previously announced tender offer and consent solicitation for any and all of its outstanding 9.125%
Senior Notes due 2018 (the Notes). As of 5:00 p.m., New York City time, on June 5, 2015, the expiration date for the tender offer, approximately $463.6 million aggregate principal amount of the Notes (representing 92.7% of the
Notes outstanding immediately before the commencement of the tender offer), were validly tendered (and not validly withdrawn). All of the Notes that were validly tendered (and not validly withdrawn) were accepted for purchase by the Company.
As previously announced, the Company will redeem, in full, all Notes that were not tendered and accepted for purchase pursuant to the terms of the tender
offer, the aggregate principal amount of which is approximately $36.4 million. The redemption price will be $1,045.63 per $1,000.00 principal amount of Notes plus accrued and unpaid interest to the redemption date. A notice of redemption
containing information required by the terms of the indenture governing the Notes was mailed to noteholders by the trustee for the Notes on May 7, 2015.
This press release is for information purposes only and is not an offer to purchase, a solicitation of acceptance of the offer to purchase or a solicitation
of a consent with respect to any of the Notes. The tender offer was made pursuant to the tender offer documents, including the offer to purchase and consent solicitation statement, which the Company distributed to holders of Notes.
* * *
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended. Such statements include, without limitation, statements regarding the Companys expectations, hopes or intentions regarding the future. These forward-looking statements can often be identified
by the use of words such as will, predict, continue, forecast, expect, believe, anticipate, outlook, could, target,
project, intend, plan, seek, estimate, should, may and assume, as well as variations of such words and similar expressions referring to the future, and
may include (without limitation) statements regarding the terms and conditions of the redemption. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in each such
statement. Factors that could cause actual results to differ include (without limitation) the possibility that the redemption will not be consummated at the expected timing, on the expected terms, or at all; and the Companys financial
performance. Additional factors are discussed under the heading Risk Factors in the Companys Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015, and in the Companys other current and periodic
reports filed from time to time with the Securities and Exchange Commission. All forward-looking statements in this document are made as of the date hereof, based on information available to the Company as of the date hereof, and the Company assumes
no obligation to update any forward-looking statement.
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