Exhibit 99.1
Sands China Ltd.
FORM OF LETTER OF TRANSMITTAL
Offer to Exchange All Outstanding
US$1,800,000,000 4.600% Senior Notes due 2023
US$1,800,000,000 5.125% Senior Notes due 2025
US$1,900,000,000 5.400% Senior Notes due 2028
For an Equal Principal Amount of
4.600% Senior Notes due 2023
5.125% Senior Notes due 2025
5.400% Senior Notes due 2028
Which Have Been Registered Under the Securities Act of 1933
Pursuant to the Prospectus, dated , 2018
The Exchange Offer and Withdrawal Period Will Expire at 5:00 PM, New York City Time, on , 2019,
Unless Extended (such time and date, as it may be extended, the “Expiration Date”)
The Exchange Agent (the “Exchange Agent”) for the Exchange Offer is:
U.S. Bank National Association
111 Fillmore Ave E
Saint Paul, MN 55107
Attention: Corporate Actions
Fax:651-466-7372
Email: Cts.specfinance@usbank.com
DELIVERY OF THIS LETTER OF TRANSMITTAL TO AN ADDRESS OTHER THAN AS SET FORTH ABOVE OR TRANSMISSION OF THIS LETTER OF TRANSMITTAL VIA FACSIMILE TO A NUMBER OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE VALID DELIVERY.
Capitalized terms used but not defined herein shall have the same meaning given them in the Prospectus (as defined below).
This Letter of Transmittal (this “Letter of Transmittal”) is being furnished by Sands China Ltd. (the “Company”) in connection with its offer to exchange all of its currently outstanding 4.600% Senior Notes due 2023, 5.125% Senior Notes due 2025 and 5.400% Senior Notes due 2028 (collectively, the “Outstanding Notes”), which were issued and sold in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Act”), under an indenture, dated August 9, 2018 (the “Indenture”), between Sands China and the U.S. Bank National Association, as trustee, for an equal principal amount of its newly issued 4.600% Senior Notes due 2023, 5.125% Senior Notes due 2025 and 5.400% Senior Notes due 2028 (collectively, the “Notes”), respectively, which have been registered under the Act. The Company has prepared and delivered to holders of the Outstanding Notes a Prospectus, dated , 2018 (the “Prospectus”). The Prospectus, this Letter of Transmittal and the related materials together constitute the Company’s offer (the “Exchange Offer”).
For each Outstanding Note accepted for exchange, the holder will receive a Note having a principal amount equal to that of the surrendered Outstanding Note. The Notes will bear interest from the most recent date to which interest has been paid on the Outstanding Notes. Accordingly, registered holders of Notes on the relevant record date for the first interest payment date following completion of the Exchange Offer will receive interest accruing from the most recent date to which interest has been paid. Outstanding Notes accepted for exchange will cease to accrue interest from and after the date of completion of the Exchange Offer. Holders whose Outstanding Notes are accepted for exchange will not receive any payment of interest on the Outstanding Notes otherwise payable on any interest payment date the record date for which occurs after completion of the Exchange Offer.