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Published on 5/22/2002 in the Prospect News High Yield Daily.

New Issue: Venetian Casino prices $850 million eight-year notes to yield 11%

By Paul A. Harris

St. Louis, Mo., May 22 - Venetian Casino Resort, LLC/Las Vegas Sands, Inc. priced $850 million of second mortgage notes due June 15, 2010 (Caa1/B-) at par Wednesday to yield 11%, according to a market source.

Price talk was 10 7/8%-11 1/8%.

Goldman Sachs & Co. was the bookrunner, and Scotia Capital was co-manager.

Proceeds from the Rule 144A deal, along with a new credit facility, will be used to refinance all debt - the 12¼% mortgage notes due 2004, 14¼% senior subordinated notes due 2005 and bank debt - and to finance construction of the Phase 1a 1,000 room addition.

Issuer: Venetian Casino Resort, LLC/Las Vegas Sands, Inc.

Amount: $850 million

Maturity: June 15, 2010

Type: Second mortgage notes

Bookrunner: Goldman Sachs

Co-manager: Scotia Capital

Coupon: 11%

Price: Par

Yield: 11%

Price talk: 10 7/8%-11 1/8%

Spread: 590 basis points over the 10-year Treasury

Call features: Callable with a T+50 make-whole call until June 15, 2006, then callable at 105.50, 103.667, 101.833, par on June 15, 2009 and thereafter

Equity clawback: Until June 15, 2005 for 35% at 111

Settlement date: June 4, 2002

Ratings: Moody's: Caa1

Standard & Poor's: B-
Rule144A CUSIP: 92264NAE7

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