, MGM ResortsInternational's REIT subsidiary, expects to sell 50.0million class A common shares in its IPO at between $18 and $21 apiece.
Underwritershave been granted a 30-day option to purchase up to an additional 7.5 millionshares to cover overallotments. At the midpoint of the estimated range, and includingthe overallotment option, the offering is expected to result in gross proceedsof $1.12 billion.
Inan amended April 8 filing, the company listed MerrillLynch Pierce Fenner & Smith Inc., J.P. Morgan Securities LLC, MorganStanley & Co. LLC, Evercore Group LLC, Barclays Capital Inc., CitigroupGlobal Markets Inc. and Deutsche Bank Securities Inc. as joint book-runningmanagers.
Co-managers include BNP Paribas, Fifth Third Securities, SMBCNikko, SunTrust Robinson Humphrey, Credit Agricole CIB, Union Gaming,Scotiabank and Oppenheimer & Co.
Following the offering, MGM Growth will have two classes of votingcommon shares: The class A shares and a single class B common share. The classB common share will be owned by MGM Resorts International.
Class A shareholders will be entitled to one vote pershare, while the class B shareholder will be entitled to an amount ofvotes representing a majority of the total voting power of MGM Growth's shares. If the holder of the class B share and itscontrolled affiliates', excluding MGM Growth and its subsidiaries, aggregatebeneficial ownership of the combined economic interests in MGM Growth and itsoperating partnership, falls below 30%, the class B share will not beentitled to any voting rights.
Inits capital-raising efforts, MGM Growth has also marketed asenior secured credit facility to prospective lenders and $1.05 billion of 5.625% seniornotes due 2024.