SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): May 22, 2002
LAS VEGAS SANDS, INC.
(Exact name of registrant as specified in its charter)
NEVADA 333-42147 04-3010100
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
3355 LAS VEGAS BOULEVARD SOUTH
ROOM 1A 89109
LAS VEGAS, NEVADA (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (702) 414-1000
NOT APPLICABLE
(Former name or former address, if changed since last report)
Item 5. OTHER EVENTS.
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On May 22, 2002, we issued a press release pursuant to Rule
135c under the Securities Act of 1933, as amended, relating to the pricing of
approximately $850 million in aggregate principal amount of mortgage notes in a
Rule 144A offering. The notes will bear interest at 11% and mature on June 15,
2010. In connection with the offering of the mortgage notes, we also intend to
enter into a new senior secured credit facility in an aggregate amount of
approximately $375 million and a new secured mall loan facility in an aggregate
principal amount of $105 million. We intend to use the proceeds from the
offering of the mortgage notes and borrowing under these new facilities to
repay, redeem or repurchase all of our outstanding indebtedness, to finance the
construction and development of a 1000-room addition to the Venetian Casino
Resort, additional meeting and conference space and an expansion to the Venetian
Casino Resort's parking garage (the "Phase IA Addition"), and to pay all fees
and expenses associated with these transactions. The press release announcing
these transactions is attached as Exhibit 99.1 to this report on Form 8-K.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
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Exhibit Number Title
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99.1 Press Release of Las Vegas Sands, Inc., dated May 22, 2002.
99.2 Summary unaudited pro forma financial data for the year ended
December 31, 2001 and the three months ended March 31, 2002.
99.3 Other Information.
Item 9. REGULATION FD DISCLOSURE.
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In connection with the offering of the notes, we are providing
certain investors with summary unaudited pro forma financial data for the year
ended December 31, 2001 and the three months ended March 31, 2002 that gives
effect to the offering of the mortgage notes, borrowings under the new
facilities, the repayment, redemption or repurchase of all of our outstanding
indebtedness and the funding of the Phase IA Addition and certain other
information. The summary unaudited pro forma financial data and such other
information are attached as Exhibit 99.2 and Exhibit 99.3 to this report on Form
8-K and are incorporated by reference into this report on Form 8-K for purposes
of this item only.
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.
Dated: May 24, 2002
LAS VEGAS SANDS, INC.
By: /S/ HARRY D. MILTENBERGER
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Name: Harry D. Miltenberger
Title: Vice President-Finance
EXHIBIT INDEX
Exhibit Number Title
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99.1 Press Release of Las Vegas Sands, Inc., dated May 22, 2002.
99.2 Summary unaudited pro forma financial data for the year ended
December 31, 2001 and the three months ended March 31, 2002.
99.3 Other Information.