Filed Pursuant to Rule 433
Registration No. 333-130404
January 25, 2006
Boyd Gaming Corporation
$250,000,000 7.125% Senior Subordinated Notes due 2016
Final Terms and Details of the Issue
| Issuer: |
Boyd Gaming Corporation, a Nevada corporation (BYD) | |||
| Principal Amount: |
$250,000,000 | |||
| Title of Securities: |
7.125% Senior Subordinated Notes due 2016 | |||
| Final Maturity Date: |
February 1, 2016 | |||
| Public Offering Price: |
99.500%, plus accrued interest, if any | |||
| Gross Proceeds: |
$248,750,000 | |||
| Underwriting Commissions: |
1.000% ($2,500,000) | |||
| Net Proceeds to Issuer before expenses: |
98.500% ($246,250,000), plus accrued interest, if any | |||
| Coupon: |
7.125% | |||
| Yield: |
7.196% | |||
| Interest Payment Dates: |
February 1 and August 1 | |||
| Record Dates: |
January 15 and July 15 | |||
| First Interest Payment Date: |
August 1, 2006 | |||
| Equity Clawback: |
At any time prior to February 1, 2009 at a redemption price of 107.125% | |||
| Optional Redemption: |
Commencing on or after February 1, 2011, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest: | |||
| Year |
Price | |||
| 2011 | 103.563% | |||
| 2012 | 102.375% | |||
| 2013 | 101.188% | |||
| 2014 and thereafter | 100.000% | |||
| Make-Whole Redemption: |
At any time prior to February 1, 2011 | |||
| Trade Date: |
January 25, 2006 | |||
| Settlement Date: |
January 30, 2006 | |||
| Form of Offering: |
SEC Registered (Registration Statement No. 333-130404) | |||
| Book Runners: |
Banc of America Securities LLC and Deutsche Bank Securities | |||
| Co-Lead Managers: |
Lehman Brothers, Wachovia Securities, Bear, Stearns & Co. Inc., CIBC World Markets | |||
| Co-Managers: |
Calyon Securities (USA), Commerzbank Corporates & Markets, JPMorgan and Wells Fargo Securities | |||
| Allocation: |
Aggregate Principal Amount of Notes to be Purchased | |||
| Banc of America Securities LLC | $77,500,000 | |||
| Deutsche Bank Securities Inc. | 77,500,000 | |||
| Lehman Brothers Inc. | 25,000,000 | |||
| Wachovia Capital Markets, LLC | 25,000,000 | |||
| Bear, Stearns & Co. Inc. | 12,500,000 | |||
| CIBC World Markets Corp. | 12,500,000 | |||
| Calyon Securities (USA) Inc. | 5,000,000 | |||
| Commerzbank Capital Markets Corp. | 5,000,000 | |||
| J.P. Morgan Securities Inc. | 5,000,000 | |||
| Wells Fargo Securities, LLC | 5,000,000 | |||
| $250,000,000 | ||||
| CUSIP: |
09689R AA 7 | |||
| ISIN: |
US09689RAA77 | |||
| Listing: |
None | |||
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents that the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request by calling toll-free 1-800-294-1322 or you may e-mail a request to dg.prospectus_distribution@bofasecurities.com.
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