Exhibit 4.20
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Notice to Holders of Trump Plaza Holding Associates
12-1/2% Pay-In-Kind Notes due 2003
Notice is hereby given to the holders of Trump Plaza Holding Associates
12-1/2% Pay-In-Kind Notes, due 2003, CUSIP number 89817EAB1 (the "Notes"), that:
(1) pursuant to Section 1110 of the Indenture, dated as of June 24, 1993
(the "Indenture"), between Trump Plaza Holding Associates, as issuer and
First Bank National Association, as trustee (the "Trustee"), and subject to
the conditions set forth in paragraph (5) of this Notice, the Notes are
hereby called for redemption on June 9, 1995 or such later date on or prior
to June 15, 1995 that the conditions set forth in paragraph (5) of this
Notice shall have been met (the "Redemption Date") and shall be surrendered
for payment of the Redemption Price (as defined below) at First Bank
National Association, 180 East Fifth Street, St. Paul, MN 55101, Attention:
Corporate Trust Department;
(2) on or prior to the Redemption Date and subject to the conditions set
forth in paragraph (5) of this Notice, there shall be deposited with the
Trustee, as paying agent for the Notes (the "Paying Agent"), certain moneys
in same day funds all or a portion of which, in accordance with the
provisions of the Indenture, will provide funds sufficient (a) to pay 100%
of the principal amount of the Notes outstanding on the Redemption Date (the
"Redemption Price") and (b) to make payment of the interest accrued and
unpaid on such Notes through the Redemption Date;
(3) the Paying Agent will provide from the moneys described in clause (2)
above on the Redemption Date for the payment of the Redemption Price
together with accrued and unpaid interest on the Notes outstanding on the
Redemption Date;
(4) the Notes called for redemption must be surrendered to the Paying Agent
to collect the Redemption Price, and subject to the conditions set forth in
paragraph (5) of this Notice, on the Redemption Date (a) the Redemption
Price will become due and payable on each of such Notes and (b) unless Trump
Plaza Holding Associates shall default in the payment of the Redemption
Price, interest thereon shall cease to accrue on and after said date; and
(5) the redemption of the Notes set forth above is pursuant to Section 1110
of the Indenture. Section 1110 provides that in the case of an Equity
Offering (as defined in the Indenture), Trump Plaza Holding Associates shall
(or shall cause an affiliate to) use 35% of the net proceeds of such Equity
Offering to redeem the Notes, if on or prior to June 15, 1995, at 100% of
the principal amount thereof, together with
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accrued and unpaid interest through the Redemption Date. Proceeds from an
equity offering of Trump Hotels & Casino Resorts, Inc., an affiliate of
Trump Plaza Holding Associates (the "THCR Equity Offering"), will be used to
redeem the Notes as set forth in this Notice; provided, that in the event
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that 35% of the net proceeds of the THCR Equity Offering is not sufficient
to redeem all Notes outstanding on the Redemption Date, the particular Notes
or portions thereof to be redeemed shall be selected pursuant to Section
1104 of the Indenture, and provided, further, that in the case of a Note
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redeemed in part, a new Note or Notes will be issued following the
Redemption Date in the aggregate principal amount equal to the unredeemed
portion thereof. The redemption of the Notes is expressly conditioned on the
consummation of the THCR Equity Offering. Trump Hotels & Casino Resorts,
Inc. is under no obligation to consummate the THCR Equity Offering and Trump
Plaza Holding Associates is under no obligation to cause Trump Hotels &
Casino Resorts, Inc. to consummate the THCR Equity Offering. In the event
that the THCR Equity Offering is not consummated, Trump Plaza Holding
Associates shall be under no obligation to redeem the Notes and all Notes
surrendered to the Paying Agent shall promptly be returned to the holders
thereof.
Dated this 26th day of April, 1995
TRUMP PLAZA HOLDING ASSOCIATES
By: First Bank National Association,
as Trustee
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