JOHN Q. HAMMONS HOTELS, L.P. (JQH) (B2/B+) said Tuesday (May 21) that it had completed its previously announced tender offer to purchase its outstanding 8 7/8% first mortgage notes due 2004 and 9¾% first mortgage notes due 2005. The offer expired as scheduled at 5 p.m. ET on May 20, without further extension. Hammons also said that its previously announced Rule 144A sale of new high yield notes - the proceeds of which would be used to redeem the existing bonds - had been completed. AS PREVIOUSLY ANNOUNCED, Hammons, a Springfield, Mo.-based lodging company, said on April 22 that it had begun cash tender offers to purchase its outstanding 8 7/8% and 9¾% first mortgage notes. Hammons said it was also soliciting waivers of the indentures and collateral documents governing the notes to permit a proposed refinancing. The company set a deadline for the waiver solicitation of 5 p.m. ET on May 3, subject to possible further extension, and initially set a tender offer deadline of 11:59 p.m. ET on May 17, which was subsequently extended to May 20. It set the total consideration for the 8 7/8% notes, including the tender price and waiver payment, at $1,002.50 per $1,000 principal amount of notes; for the 9¾% notes, it was set at $1,035 per $1,000 principal amount. Tendering holders would also receive accrued and unpaid interest on the notes, up to the payment date of the offers. Holders tendering their notes and waivers by the waiver solicitation deadline would receive a waiver payment of $20 per $1,000 principal amount, while holders tendering after the waiver solicitation expired, but prior to the expiration of the tender offer would receive only the tender price of $982.50 per $1,000 principal amount for the 8 7/8% notes and $1,015 per $1,000 principal amount for the 9¾% notes (the respective total consideration, minus the wavier payment). The company said the tender offers and waiver solicitation would be subject to receipt of tenders and waivers by a majority of the outstanding principal amount of each issue of the notes, and also subject to a financing condition, as well as various other terms and conditions described in the official Offer to Purchase and Waiver Solicitation. Hammons said that if all the conditions were met, including the financing condition, it planned to call any notes that had not been tendered at their next applicable redemption date. On May 14, John Q. Hammons was heard by high yield syndicate sources to have sold $510 million 8 7/8% first mortgage notes due 2012, the proceeds of which were earmarked to pay for the redemption of the outstanding bonds. On May 17, John Q. Hammons announced that it had extended the expiration date of its tender offer to May 20, and it said that the waiver condition had been satisfied with respect to its solicitation of waivers, on May 3. Lehman Brothers (call 212 528-7581 or 800 438-3242) is the dealer manager for the tender offers and waiver solicitation; Georgeson Shareholder (call 866 318-0502) is the information agent for the offers.

DUANE READE INC. (DRD) (B2/B+) said on Tuesday (May 21) that it had received the required consents to proposed indenture changes from the holders of its 9¼% senior subordinated notes due 2008, under the terms of its previously announced tender offer for the notes and the related consent solicitation. The consent solicitation period expired as scheduled at 5 p.m. ET, without further extension. As a result of obtaining the required consents, Duane Reade executed and delivered a supplemental indenture setting forth the amendments. The supplemental indenture provides that the amendments it contains will only become operative when all validly tendered Notes are purchased via the tender offer. AS PREVIOUSLY ANNOUNCED: Duane Reade, New York-based drugstore chain, said on May 3 that it has begun a tender offer for all of its $80 million of outstanding 9¼% notes due 2008, as well as a related solicitation of noteholder consents to proposed indenture amendments. The company initially set a consent deadline of 5 p.m. ET on May 17, which was subsequently extended, and said the offer would expire at midnight ET on May 31, subject to possible extension. Duane Reade initially said it would purchase the outstanding notes at a purchase price of $1,070 per $1,000 principal amount at maturity, although it subsequently raised the price. It said the purchase price would include a consent payment equal to 2% of the principal amount (i.e. $20 per $1,000 principal amount), to be paid only for notes validly tendered by the consent deadline. The company said payment for the tendered notes would be made in same-day funds on the first business day following expiration of the offer, or as soon thereafter as practicable. On May 17, Duane Reade said that it had increased the purchase price in the tender offer to $1,083.50 per $1,000 principal amount of the notes (increased from $1,070 per $1,000 previously; both figures include the $20 consent payment). Duane Reade also extended the consent solicitation deadline to 5 p.m. ET on May 20, from May 17 previously, and said that holders who had already tendered and who had not withdrawn or revoked their consents would automatically receive the higher price. Goldman, Sachs & Co. (call 800 828-3182) is acting as dealer manager for the offer. The Information Agent is Mellon Investor Services LLC (call 917 320-6286 or 800 932-6798), and the depositary is Mellon Investor Services LLC.

SUN INTERNATIONAL HOTELS LTD. (SIH) (B2/B+) said on Tuesday (May 21) that it had received the tenders and consents required to eliminate or modify certain covenants and related provisions in the indenture governing its outstanding 9% senior subordinated notes due 2007 under its previously announced tender offer for the notes and the related consent solicitation. That solicitation expired as scheduled at 5 p.m. ET on May 20 without extension. As of that deadline, approximately 93% of the outstanding notes had been received and accepted for payment by the company. Furthermore, Sun International and the notes' trustee have executed a supplemental indenture containing the desired amendments to the notes' indenture, as described in the official Offer to Purchase and Consent Solicitation Statement. AS PREVIOUSLY ANNOUNCED, Sun International, a Paradise Island, Bahamas-based hotel and gaming resort operator, and its wholly owned subsidiary, SUN INTERNATIONAL NORTH AMERICA, INC., or SINA, said on May 8 that they were beginning a cash tender offer to purchase any and all of their outstanding 9% notes, and were also beginning a related solicitation of noteholder consents to proposed indenture changes, which would eliminate substantially all of the restrictive covenants and certain events of default from the indenture governing the notes. Sun said the tender offer would expire at midnight ET on June 4, while the consent solicitation would expire at 5 p.m. ET on May 20, with both deadlines subject to possible extension. Holders tendering their notes would be required to consent to the proposed amendments, and holders consenting to the proposed amendments would be required to tender their notes. Tenders of notes and deliveries of consents made at or before the consent deadline could be withdrawn or revoked at any time on or before that deadline, but not subsequently. Tenders of notes made after the consent deadline could be withdrawn at any time up until the expiration deadline. Sun said that subject to conditions specified in the official tender offer statement, the total consideration to be paid for each validly tendered note and properly delivered consent received by the consent deadline, not subsequently revoked and which thus is accepted for payment, will be $1,045 per $1,000 of principal amount of notes, plus accrued and unpaid interest. That total consideration includes an early consent premium of $20 per $1,000 of principal amount, which will paid only for those notes tendered by the now-passed consent deadline. Holders tendering their notes after that time but prior to the expiration of the tender offer will receive $1,025 per $1,000 principal amount, plus accrued and unpaid interest. The tender offer is conditioned upon the satisfaction of a financing condition, a consent under Sun's existing revolving credit facility, and a minimum tender condition, as well as other general conditions. If the tender offer is consummated, Sun and its subsidiary intend then promptly call for redemption any remaining outstanding notes, in accordance with the terms of their indenture, at the applicable redemption price of $1,045 per $1,000 principal amount, plus accrued interest up to the redemption date. On May 9, Sun International was heard by high yield market syndicate sources to have sold a $200 million add-on to its existing 8 7/8% senior subordinated notes due 2011 via joint book-running managers Bear Stearns & Co. and Deutsche Bank Securities Inc. and co-managers CIBC World Markets, Banc of America Securities, JP Morgan and Wells Fargo Capital; proceeds of the offering were slated to fund the tender offer for the outstanding 9% notes. Bear Stearns is the dealer manager for the tender offer and solicitation agent for the consent solicitation (call the Global Liability Management Group toll free at 877 696-2327). The information agent and tabulation agent is D.F. King & Co., Inc., (call toll free at 800 848-3416 or at 212 269-5550, extension 6832).

VENETIAN CASINO RESORT LLC and LAS VEGAS SANDS INC. said on Friday (May 17) that they had received the required consents from the holders of their 12¼% mortgage notes due 2004 and their 14¼% senior subordinated notes due 2005 to proposed indenture amendments, in connection with the previously announced tender offer for the notes and the related consent solicitation. As a result of obtaining the required consents, Venetian and Las Vegas Sands executed and delivered supplemental indentures incorporating those amendments. The supplemental indentures provide that the amendments will only become operative when all validly tendered notes are purchased under terms of the tender offer. AS PREVIOUSLY ANNOUNCED, Venetian and Las Vegas Sands, Las Vegas-based gaming operators which jointly issued the notes, said on May 6 that they had begun a cash tender offer to purchase all of their $425 million of outstanding 12¼% notes (Caa1/B-) and all of their $97.5 million of outstanding 14¼% notes (Caa3/CCC+). The companies set a purchase price of $1,061.25 per $1,000 principal amount for the mortgage notes and $1,071.25 per $1,000 principal amount for the senior subordinated notes, plus accrued but unpaid interest in each case. In conjunction with the tender offer, Venetian and Las Vegas Sands said they were soliciting noteholder consents to eliminating substantially all of the restrictive covenants of the indentures governing the notes and making certain other amendments. They said adoption of the proposed amendments would require the consent of holders of at least a majority of each issue of notes. Holders tendering their notes would be required to consent to the proposed amendments. The above-mentioned purchase prices for the notes would include a consent payment of $20 per $1,000 principal amount for all notes tendered by the now-passed consent deadline of 5:00 p.m. ET on May 17, subject to possible extension. Holders tendering their notes after the consent deadline but before the expiration deadline of midnight ET on June 3, subject to possible extension, will receive the aforementioned consideration per note, less the consent payment amount. Closing of the tender offer is subject to A) the closing by Venetian and Las Vegas Sands of certain debt financings, the proceeds of which will be used to pay the consideration for the tender offer and the consent solicitation, B) the receipt of the required consents from the noteholders and C) certain other customary conditions described in the official Offer to Purchase and Consent Solicitation Statement. D.F. King & Co. Inc. (call 212 269-5550 or 800 769-5414) is the information agent for the tender offer and consent solicitation.

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