SeaWorld Entertainment Inc.
("SeaWorld Entertainment"), a leading theme park and entertainment company,
today announced the pricing of an initial public offering of 26,000,000 shares
of its common stock at $27.00 per share.
SeaWorld Entertainment is offering 10,000,000 shares to be sold in the offering
and selling stockholders affiliated with The Blackstone Group L.P. are offering
an additional 16,000,000 shares to be sold in the offering. The selling
stockholders have granted the underwriters a 30-day option to purchase up to an
additional 3,900,000 shares at the initial public offering price. The shares are
expected to begin trading on the New York Stock Exchange on April 19, 2013,
under the ticker symbol "SEAS," and the offering is expected to close on April
24, 2013, subject to customary closing conditions.
SeaWorld Entertainment will receive net proceeds of approximately $245.4 million
after deducting underwriting discounts and commissions and estimated offering
expenses payable by SeaWorld Entertainment. SeaWorld Entertainment will not
receive any of the proceeds from the sale of the shares sold by the selling
stockholders. SeaWorld Entertainment intends to use a portion of the net
proceeds from the offering to redeem $140.0 million in aggregate principal
amount of 11% Senior Notes due 2016 issued by its subsidiary SeaWorld Parks &
Entertainment, Inc., at a redemption price of 111.0% plus accrued and unpaid
interest thereof, and to repay $37.0 million of its senior secured term loan B
facility. In addition, SeaWorld Entertainment intends to use approximately $47
million of the net proceeds from the offering to make a one-time payment to an
affiliate of The Blackstone Group, L.P., in connection with the termination of a
management advisory agreement.
Goldman, Sachs & Co. and J.P. Morgan are acting as joint bookrunning managers
and as representatives of the underwriters in the offering. Citigroup, BofA
Merrill Lynch, Barclays and Wells Fargo Securities are also bookrunners in the
offering. Blackstone Capital Markets, Lazard Capital Markets, Macquarie Capital,
KeyBanc Capital Markets, Nomura, Drexel Hamilton, LLC and Ramirez & Co., Inc.
are acting as co-managers in the offering.
A registration statement relating to shares of the common stock of SeaWorld
Entertainment has been declared effective by the U.S. Securities and Exchange
Commission. This press release does not constitute an offer to sell or a
solicitation of an offer to buy the securities described above, nor shall there
be any sale of such shares of common stock in any state or jurisdiction in which
such offer, solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or jurisdiction.
The offering of these securities will be made only by means of a prospectus,
copies of which may be obtained from Goldman, Sachs & Co. at Prospectus
Department, 200 West Street, New York, NY 10282 or by telephone at 866-471-2526
or by facsimile at 212-902-9316 or by email at prospectus-ny@ny.email.gs.com
J.P. Morgan at c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717 or by telephone at 866-803-9204, Citigroup at c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone
at 800-831-9146 or by email at BATProspectusdept@citi.com, BofA Merrill Lynch at
222 Broadway, New York, NY 10038, Attn: Prospectus Department or by email at
dg.prospectus_requests@baml.com, Barclays at c/o Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at 888-603-5847 or
by email at Barclaysprospectus@broadridge.com and Wells Fargo Securities at 375
Park Avenue, New York, NY 10152, Attn: Equity Syndication Department or by
telephone at 800-326-5897 or by email at cmclientsupport@wellsfargo.com.
SOURCE SeaWorld Entertainment, Inc.
