01—Abstract
Summary
Summary of the 8-K filed May 13, 2026. Cited figures are marked; the original filing is the authoritative source.
Las Vegas Sands Corp. completed an underwritten public offering on May 13, 2026 of $500 milliona aggregate principal amount of 5.300% Senior Notes due 2031 and $500 million aggregate principal amount of 5.650% Senior Notes due 2033.
The Notes were issued under an existing base indenture dated July 31, 2019, as supplemented, and were sold under a shelf registration statement on Form S-3 and a prospectus supplement dated May 4, 2026. The Notes are unsecured senior obligations ranking equally with the company's other unsecured, unsubordinated obligations, and none of its subsidiaries guarantee them. The company intends to use the net proceeds, together with cash on hand, to redeem in full the outstanding $1.0 billionb of its 3.500% Senior Notes due August 2026, plus accrued interest, to pay transaction-related fees and expenses, and for general corporate purposes.
The 2031 Notes mature May 15, 2031 and the 2033 Notes mature May 18, 2033, with semi-annual interest payments beginning in November 2026. Both series are redeemable at the company's option before their respective par call dates at the greater of a make-whole amount and par, and at par thereafter.
The indenture includes covenants limiting liens, sale and leaseback transactions, and consolidations, mergers, or dispositions of all or substantially all assets, along with customary events of default. Holders may require repurchase at 101%c of principal upon certain change of control triggering events, and the notes are subject to redemption requirements imposed by gaming authorities.
02—Key points
Key Highlights
- Issued $500 million of 5.300% Senior Notes due 2031 and $500 million of 5.650% Senior Notes due 2033 on May 13, 2026, totaling $1.0 billion.
- Proceeds, with cash on hand, are intended to fully redeem the $1.0 billion 3.500% Senior Notes due August 2026, plus accrued interest.
- The Notes are unsecured senior obligations ranking equally with other unsecured, unsubordinated debt and are not guaranteed by subsidiaries.
- Interest is payable semi-annually, beginning November 15, 2026 for the 2031 Notes and November 18, 2026 for the 2033 Notes.
- Make-whole redemption is available before April 15, 2031 (2031 Notes) and March 18, 2033 (2033 Notes); par redemption is available thereafter.
- Indenture covenants limit liens, sale and leaseback transactions, and mergers or sales of substantially all assets; change of control triggers an offer to repurchase at 101% of principal.
- Notes were issued under a shelf registration on Form S-3 (No. 333-275303) and a prospectus supplement dated May 4, 2026.
03—Questions
Frequently Asked Questions
How much debt did Las Vegas Sands issue and what are the maturities?
The company issued $500 million of 5.300% Senior Notes maturing May 15, 2031 and $500 million of 5.650% Senior Notes maturing May 18, 2033.
What will the proceeds be used for?
The company intends to use the net proceeds, together with cash on hand, to redeem in full its $1.0 billion 3.500% Senior Notes due August 2026 and accrued interest, pay transaction-related fees and expenses, and for general corporate purposes.
How are the Notes ranked and are they guaranteed?
The Notes are unsecured senior obligations of the company, rank equally with its other unsecured and unsubordinated obligations, and are not guaranteed by any of its subsidiaries.
When can the company redeem the Notes early?
Before April 15, 2031 for the 2031 Notes and March 18, 2033 for the 2033 Notes, the company may redeem at the greater of a make-whole price and 100% of principal, plus accrued interest. On or after those dates, it may redeem at 100% of principal plus accrued interest.
What protections do noteholders have?
The indenture limits the company's ability to incur liens, enter into sale and leaseback transactions, and consolidate, merge, or dispose of all or substantially all assets. Upon certain change of control triggering events, the company must offer to repurchase the Notes at 101% of principal plus accrued interest.
04—Continue