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MGM Resorts International — Proxy Solicitation & Information Statement 2015
May 7, 2015
30603_psi_2015-05-07_0a805ce8-2b0a-44e1-8452-ae7ebe2e5698.zip
Proxy Solicitation & Information Statement
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SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934 (Amendment No. __)
Filed by the Registrant [ ]
Filed by a Party other than the Registrant [x]
Check the appropriate box:
| [ ] | Preliminary Proxy Statement |
|---|---|
| [ ] | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| [ ] | Definitive Proxy Statement |
| [X] | Definitive Additional Materials |
| [ ] | Soliciting Material Under Rule 14a-12 |
MGM Resorts International
(Name of Registrant as Specified In Its Charter)
Land & Buildings Investment Management, LLC
Land & Buildings Capital Growth Fund, L.P.
Jonathan Litt
Matthew J. Hart
Richard Kincaid
Marc A. Weisman
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Field: Page; Sequence: 1
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Payment of Filing Fee (check the appropriate box):
| [X] | No fee required. |
|---|---|
| [ ] | Fee computed on table below per Exchange Act Rule 14a-6(i)(4) and 0-11. |
| 1) | Title of each class of securities to which transaction applies: |
|---|---|
| 2) | Aggregate number of securities to which transaction applies: |
| Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
| 4) | Proposed maximum aggregate value of transaction: |
|---|---|
| 5) | Total fee paid: |
[ ] Fee paid previously with preliminary materials.
| [ ] |
|---|
| filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
| 1) | Amount Previously Paid: |
|---|---|
| 2) | Form, Schedule or Registration Statement No.: |
| 3) | Filing Party: |
| 4) | Date Filed: |
Field: Page; Sequence: 2
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On May 7, 2015, Land & Buildings Investment Management, LLC and its affiliates (collectively, "Land & Buildings") issued a press release (the "Press Release") highlighting Land & Buildings' belief that there is a need for an increased operational focus at MGM Resorts International. Also on May 7, 2015, Land & Buildings distributed a similar version of the Press Release to Land & Buildings' investors and certain other persons (the "Distribution"). Copies of the Press Release and Distribution are filed herewith as Exhibit 1 and Exhibit 2, respectively.