SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): January 18, 2001
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MGM MIRAGE
(Exact name of registrant as specified in its charter)
DELAWARE 0-16760 88-0215232
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or organization) File Number) Identification No.)
3600 Las Vegas Boulevard South 89109
(Address of Principal Executive Offices) (Zip Code)
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(702) 693-7120
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(Registrant's telephone number, including area code)
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(Former Name or Former Address, if Changed Since Last Report.)
ITEM 5. OTHER ITEMS
On January 18, 2001, MGM MIRAGE, a Delaware corporation (the "Company") entered
into an Underwriting Agreement (the "Underwriting Agreement") by and between the
Company, certain of its subsidiaries (the "Subsidiary Guarantors"), Salomon
Smith Barney Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated and
each of the Underwriters named in the Underwriting Agreement, regarding the sale
by the Company and the purchase by such Underwriters of $400,000,000 aggregate
principal amount of the Company's 8 3/8% Senior Subordinated Notes Due 2011 (the
"Notes"). The Underwriting Agreement is filed as Exhibit 1 to this Current
Report and is incorporated herein by reference.
On January 23, 2001, the Company entered into an Indenture (the "Indenture") by
and among the Company, as issuer, the Subsidiary Guarantors, as guarantors, and
United States Trust Company of New York, as trustee, in connection with the
issuance of the Notes. The Indenture is filed as Exhibit 4 to this Current
Report and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) & (b) Not applicable.
(c) Exhibits.
The following Exhibits are filed herewith as part of this current Report:
Exhibit Number Description of Document
1 Underwriting Agreement, dated January 18, 2001, by and
between MGM MIRAGE and the Subsidiary Guarantors, on the one
hand, Salomon Smith Barney Inc. and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, for themselves and as
representatives of the Underwriters named therein.
4 Indenture (including the Global Note attached as Exhibit A
thereto), among MGM MIRAGE, as Issuer, the Subsidiary
Guarantors, as guarantors, and United States Trust Company
of New York, as trustee, dated as of January 23, 2001.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
MGM MIRAGE
Date: January 23, 2001 By: /s/ Scott Langsner
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Name: Scott Langsner
Title: Senior Vice President and
Secretary/Treasurer