American Casino & Entertainment settles tender offer for 7.85% notes

By Laura Lutz

Des Moines, Feb. 21 - Icahn Enterprises LP announced that its subsidiary American Casino & Entertainment Properties accepted tenders for all of its 7.85% senior secured notes due 2012, which were co-issued with American Casino & Entertainment Finance Corp.

The tender offer was settled alongside the acquisition of American Casino & Entertainment Properties by W2007/ACEP Holdings, LLC, an affiliate of Whitehall Street Real Estate Fund. The acquisition closed on Feb. 20.

When the tender offer began on Dec. 31, there were $215 million of the notes outstanding.

The offer was originally scheduled to expire on Jan. 29. It was later extended to Feb. 5, Feb. 8 and Feb. 15.

As previously reported, the company already received consents from all noteholders to amend the indenture to, among other things, eliminate substantially all of the restrictive covenants, certain events of default and certain other provisions contained in the indenture. The amendments also released the security interests in the collateral securing the notes and release each guarantor from its obligations under its guarantee of the notes.

The company executed a supplemental indenture after receiving the consents.

American Casino said it would pay $1,040.75 per $1,000 principal amount of notes, including a $10.00 consent payment for those who tendered by the 5 p.m. ET Jan. 11 consent deadline.

The company also said it would pay accrued interest.

The dealer manager and solicitation agent was Bear, Stearns & Co. Inc. (877 696-BEAR or call collect 212 272-5112). The information agent and tender agent was D.F. King & Co., Inc. (call collect 212 269-5550 or 888 628-8208).

The Las Vegas-based company owns and operates four gaming and entertainment properties in southern Nevada.

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