EXHIBIT 99.1
NEWS RELEASE
FROM: The Marcus Group, Inc. CONTACT: Alan C. Marcus
500 Plaza Drive (H): (201) 445-7749
Secaucus, NJ 07096-3309 (O): (201) 902-9000
FOR: Trump Hotels & Casino Resorts, Inc.
and
Taj Mahal Holding Corp.
For Immediate Release: January 8, 1996
TRUMP HOTELS & CASINO RESORTS, INC. TO ACQUIRE TRUMP TAJ MAHAL
NEW YORK -- Trump Hotels & Casino Resorts, Inc. (NYSE:DJT) and Taj Mahal
Holding Corp. today jointly announced the execution of a merger agreement that
will add Trump Taj Mahal Casino Resort in Atlantic City to the publicly traded
company's holdings. The merger will create one of the largest casino
entertainment companies in the United States.
Upon consummation of the merger, Trump Hotels & Casino Resorts, Inc.
(THCR), through Trump Hotels & Casino Resorts Holdings, L.P., will own and
operate the Taj Mahal and the Trump Plaza Hotel and Casino, as well as the Trump
Indiana riverboat gaming facility located at Buffington Harbor on Lake Michigan,
which is scheduled to open in April.
The merger agreement provides for the acquisition of all of the 1,350,000
outstanding shares of Class A Common Stock of Taj Mahal Holding Corp.
(representing 50% of the Taj Mahal) for $30 per share in cash or in shares of
THCR Common Stock, at the holder's option. Donald J. Trump will contribute all
of his equity interests in the Taj Mahal (representing the remaining 50%) for
equivalent value.
In connection with the merger, THCR expects to offer up to $140 million of
its Common Stock, and Trump Taj Mahal Associates, the partnership that directly
owns and operates the Taj Mahal, and its subsidiary, Trump Taj Mahal Funding,
Inc., expect to offer up
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to $750 million in new debt securities. The proceeds from these offerings,
together with available cash at the Taj Mahal, will be used to pay cash to
holders of Taj Mahal Holding Class A Common Stock electing cash in the merger,
to redeem all of Taj Funding's outstanding 11.35% Mortgage Bonds, Series A due
1999, at par plus accrued interest, as well as to redeem the approximately
780,242 outstanding shares of Taj Mahal Holding Class B Common Stock, at $.50
per share, as required in connection with the redemption of the mortgage bonds.
The proceeds will also be used, among other purposes, to purchase certain
properties currently leased by the Taj Mahal.
"With this merger, we are adding Trump Taj Mahal, another Atlantic City
'Four Star' casino hotel, to our public company, which already is comprised of
our 'Four Star' Trump Plaza Hotel and Casino in Atlantic City and Trump Indiana,
our elegant riverboat gaming resort to be located at Buffington Harbor," said
Trump, who is chairman of Trump Hotels & Casino Resorts, Inc. "By adding the
Taj to THCR, we are creating an even stronger and more prestigious casino
entertainment company."
"The combination of the Taj Mahal with THCR's existing and planned
operations will provide opportunities for functional efficiencies, economies of
scale and benefits from the talent, expertise and experience of management at
the operating entities," added Nicholas L. Ribis, THCR president and chief
executive officer. "Further, we believe the status of the Trump name, which is
associated with high quality amenities and first class service, and the critical
mass resulting from the merger, will allow THCR to compete more effectively for
prime gaming licenses in other jurisdictions -- both in the U.S. and abroad."
THCR is the exclusive vehicle through which Trump will engage in new gaming
activities in both emerging and established gaming jurisdictions.
The merger is conditioned upon, among other things, the consummation of the
stock and debt offerings, the receipt of unaffiliated public shareholder
approval at THCR and Taj Mahal Holding, the price of THCR Common Stock not being
less than $20 per share at the time of the merger, and the receipt of necessary
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regulatory and third party consents and approvals. It is expected that the
merger will be consummated in April.
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