UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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)        April 15, 2009

 

 

 

 

 

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 (see General Instruction A.2. below):

 

 

 

 

 

 

 

 

 

On April 15, 2009, Las Vegas Sands Corp. (the “Company”), Las Vegas Sands, LLC (the “Borrower”) a wholly-owned subsidiary of the Company, The Bank of Nova Scotia, as administrative agent and Goldman Sachs Lending Partners LLC, as auction manager (the “Auction Manager”), entered into the First Amendment to Credit and Guaranty Agreement (the “Amendment) to amend its $5.0 billion senior secured credit facility under a Credit and Guaranty Agreement, dated as of May 23, 2007 (the “Credit Agreement”), among the Borrower, the lenders party thereto from time to time, certain domestic subsidiaries of the Borrower as guarantors, The Bank of Nova Scotia as administrative agent, Goldman Sachs Credit Partners L.P., Lehman Brothers Inc., and Citigroup Global Markets, Inc., as joint lead arrangers, joint bookrunners and syndication agents, and JPMorgan Chase Bank, N.A., as documentation agent.

The Amendment permits the Company from time to time to purchase term loans of the Borrower outstanding under the Credit Agreement pursuant to modified Dutch auctions conducted on the Company’s behalf by the Auction Manager. The Amendment provides that any term loans of the Borrower so purchased by the Company shall be immediately forgiven and cancelled. The Amendment further provides that the aggregate stated principal amount of term loans that can be repurchased shall not be more than $800.0 million and all such repurchases shall close on or prior to September 30, 2010. The Amendment also sets forth the terms and mechanics to be utilized while conducting the modified Dutch auctions, including providing for a minimum tender amount of $25.0 million in aggregate stated principal amount per each modified Dutch auction.

As a result of the Amendment, the Company has the option to repurchase outstanding term loans of the Borrower under the Credit Agreement via one or more modified Dutch auctions. There can be no assurances that the Company will conduct any auctions or that, if the Company does conduct one, the Company will be able to successfully purchase outstanding term loans at a price less than their aggregate stated principal amount.

 

 

 

 

 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.