WYNN LAS VEGAS, LLC and WYNN LAS VEGAS CAPITAL CORP., as joint and several obligors AND KEVYN, LLC LAS VEGAS JET, LLC WORLD TRAVEL, LLC WYNN GOLF, LLC WYNN SHOW PERFORMERS, LLC and WYNN SUNRISE, LLC, as guarantors SERIES A AND SERIES B 7⅞% FIRST...Indenture • April 28th, 2010 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation • New York
INDENTURE dated as of April 28, 2010 among Wynn Las Vegas, LLC, a Nevada limited liability company (“Wynn Las Vegas”) and Wynn Las Vegas Capital Corp., a Nevada corporation (“Wynn Capital,” and together with Wynn Las Vegas, the “Issuers”), as joint and several obligors, and Kevyn, LLC, a Nevada limited liability company, Las Vegas Jet, LLC, a Nevada limited liability company, World Travel, LLC, a Nevada limited liability company, Wynn Golf, LLC, a Nevada limited liability company, Wynn Show Performers, LLC, a Nevada limited liability company and Wynn Sunrise, LLC, a Nevada limited liability company, as guarantors (the “Initial Guarantors”) and U.S. Bank National Association, as trustee (the “Trustee”).
REGISTRATION RIGHTS AGREEMENT Dated as of April 28, 2010 by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantor Signatories Hereto and Deutsche Bank Securities Inc. Banc of America Securities LLCRegistration Rights Agreement • April 28th, 2010 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 28, 2010, by and among Wynn Las Vegas, LLC, a Nevada limited liability company, Wynn Las Vegas Capital Corp., a Nevada corporation (each an “Issuer” and collectively, the “Issuers”), the guarantors listed on the signature pages hereto (the “Guarantors”) and Deutsche Bank Securities Inc., Banc of America Securities LLC and J.P. Morgan Securities Inc., as the dealer managers (each a “Dealer Manager” and collectively, the “Dealer Managers”). The Issuers are exchanging on the date hereof, their outstanding 6 % First Mortgage Notes due 2014 (the “2014 Notes”) for 7 % First Mortgage Notes due 2020 being issued on the date hereof (the “Initial Notes”) pursuant to the Offering Memorandum, dated as of March 26, 2010 and the Dealer Manager Agreement, dated as of March 26, 2010, (the “Dealer Manager Agreement”), by and among the Issuers, the Guarantors and the Dealer Managers.
SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 28th, 2010 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation • New York
THIS SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Sixth Amendment”), dated as of April 28, 2010, is made and entered into by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company (the “Borrower”), Deutsche Bank Trust Company Americas as administrative agent for the Lenders (as hereinafter defined) (the “Administrative Agent”) and the WYNN AMENDMENT PARTIES (as hereinafter defined).
FOURTH AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENTMaster Disbursement Agreement • April 28th, 2010 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation • New York
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this “Amendment”) is made and entered into as of April 28, 2010, by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company (the “Company”), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Bank Agent (the “Bank Agent”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Disbursement Agent (the “Disbursement Agent”), with respect to the following:
