01—Abstract
Summary
Summary of the 8-K filed October 23, 2024. Cited figures are marked; the original filing is the authoritative source.
Las Vegas Sands Corp. reported that on October 23, 2024, its indirect subsidiary Sands China Ltd. entered into a new facility agreement, the 2024 SCL Credit Facility, with Bank of China Limited, Macau Branch, as agent.
The facility includes a HKD 19.50 billion (approximately $2.51 billiona) unsecured revolving credit facility maturing October 23, 2029, and a HKD 12.95 billion (approximately $1.67 billion) unsecured term loan facility. Sands China may draw on the revolver until September 24, 2029, and on the term loan until August 31, 2025, with the term loan drawdown intended to repay its unsecured 5.125% Senior Notes due August 2025. In connection with the new facility, commitments under Sands China's 2018 SCL Credit Facility, as amended through May 11, 2023, were terminated.
Loans under the new facility bear interest at HIBOR plus a margin; the initial revolving margin is 2.50% per annum, the term loan margin is 1.65% per annum, and the commitment fee on undrawn amounts is 0.60% per annum. The revolving margin is tied to a consolidated leverage ratio. The agreement includes customary covenants, including limits on secured indebtedness, sale and leaseback transactions, and dividends, as well as restrictions on repaying the $1.0 billionb subordinated unsecured term loan made available by the Company to Sands China unless Sands China's cash balance remains at least $250 million after such payments.
It also requires a maximum leverage ratio and a minimum interest coverage ratio, and contains events of default tied to gaming operations and certain land concession contracts. The full agreement is to be filed as an exhibit to the Company's Form 10-Q for the period ending September 30, 2024.
02—Key points
Key Highlights
- Sands China entered into a new unsecured credit facility on October 23, 2024, with Bank of China Limited, Macau Branch, as agent.
- The revolving facility totals HKD 19.50 billion (approximately $2.51 billion) and matures October 23, 2029, with drawings permitted until September 24, 2029.
- The term loan facility totals HKD 12.95 billion (approximately $1.67 billion), with drawdowns available until August 31, 2025, to repay 5.125% Senior Notes due August 2025.
- The 2018 SCL Credit Facility was terminated in connection with the new agreement.
- Initial pricing is HIBOR plus 2.50% per annum on revolving loans and 1.65% per annum on the term loan, with a 0.60% per annum commitment fee on undrawn amounts.
- Covenants include a maximum leverage ratio, a minimum interest coverage ratio, and a restriction on repaying the $1.0 billion subordinated loan from the Company unless Sands China retains at least $250 million in cash.
- The full agreement will be filed as an exhibit to the Form 10-Q for the quarter ended September 30, 2024.
03—Questions
Frequently Asked Questions
What is the size of the new Sands China credit facility?
The facility includes a HKD 19.50 billion (approximately $2.51 billion) unsecured revolving credit facility and a HKD 12.95 billion (approximately $1.67 billion) unsecured term loan facility, both denominated in Hong Kong dollars.
When do the new facilities mature?
The final maturity date for loans under the revolving facility is October 23, 2029, and revolving drawings may be made until September 24, 2029. Term loan drawdowns may be made until August 31, 2025, and each term loan has a final maturity on the fifth anniversary of its drawdown date.
What is the purpose of the new term loan?
Sands China may draw on the term loan facility to repay amounts outstanding under its unsecured 5.125% Senior Notes due August 2025.
What happens to the existing 2018 credit facility?
The commitments under the 2018 SCL Credit Facility were terminated in connection with Sands China's entry into the new 2024 SCL Credit Facility.
What are the key financial covenants and restrictions?
The facility requires Sands China to maintain a maximum leverage ratio and a minimum interest coverage ratio. It also limits secured indebtedness, sale and leaseback transactions, and dividends, and restricts repayment of the $1.0 billion subordinated loan from the Company unless Sands China's cash balance remains at least $250 million afterward.
04—Continue