Ameristar Casinos, Inc. Announces Successful Completion of Consent Solicitation Relating to 7.50% Senior Notes Due 2021
03 April 2013 - 8:42AM
Marketwired
Ameristar Casinos, Inc. (NASDAQ: ASCA) ("Ameristar") announced
today the successful completion of its previously announced
solicitation of consents (the "Consent Solicitation") from holders
of the $1,040,000,000 outstanding principal amount of its 7.50%
Senior Notes due 2021 (the "Notes") for waivers (the "Waivers") of
and amendments (the "Amendments") to certain provisions of the
indenture governing the Notes (the "Indenture"). Ameristar
commenced the Consent Solicitation at the request and expense of
Pinnacle Entertainment, Inc. ("Pinnacle") in connection with the
previously announced proposed merger between Ameristar and Pinnacle
(the "Merger"). The Consent Solicitation was made on the terms and
subject to the conditions set forth in the Consent Solicitation
Statement, dated March 18, 2013, and the accompanying Consent
Letter, each as amended and supplemented by a Supplement dated
March 25, 2013.
Ameristar received the requisite consents from holders of the
Notes to the Waivers and Amendments prior to the Consent
Solicitation's expiration time of 5:00 p.m., New York City time, on
April 2, 2013 (the "Expiration Time"). As a result, Ameristar, the
subsidiary guarantors of Ameristar, and Wilmington Trust, National
Association, as trustee, have entered into a Fourth Supplemental
Indenture, dated as of April 2, 2013 (the "Supplemental
Indenture"), to effect the Waivers and Amendments at the operative
times and subject to the other terms and conditions set forth in
the Supplemental Indenture. Upon the execution of the Supplemental
Indenture, consents received from holders of the Notes became
irrevocable under the terms of the Indenture.
Holders of the Notes will be entitled to receive an aggregate
consent fee of $19.00 for each $1,000 in principal amount of the
Notes for which consents were validly delivered and unrevoked on or
prior to the Expiration Time, 50% of which will be payable promptly
after the Expiration Time and the remaining 50% of which will be
payable, if at all, promptly after the consummation of the
Merger.
About Ameristar Casinos
Ameristar Casinos is an innovative casino gaming company
featuring the newest and most popular slot machines. Our 7,100
dedicated team members pride themselves on delivering consistently
friendly and appreciative service to our guests. We continuously
strive to increase the loyalty of our guests through the quality of
our slot machines, table games, hotel, dining and other leisure
offerings. Our eight casino hotel properties primarily serve guests
from Colorado, Idaho, Illinois, Indiana, Iowa, Kansas, Louisiana,
Mississippi, Missouri, Nebraska and Nevada. We began construction
on our ninth property, a casino resort in Lake Charles, La., in
July 2012, which we expect will open in the third quarter of 2014.
We have been a public company since 1993, and our stock is traded
on the Nasdaq Global Select Market. We generate more than $1
billion in net revenues annually.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements include information concerning
possible or assumed future results of operations, descriptions of
our business plans and strategies and the effects of the Merger,
the Waivers and the Amendments on the Notes or on Ameristar or
Pinnacle after the Merger, if consummated. These statements often
include words such as "anticipate," "expect," "suggest," "plan,"
"believe," "intend," "estimate," "target," "project," "forecast,"
"should," "could," "would," "may," "will" and other similar
expressions. We have based these forward-looking statements on our
current expectations, plans and assumptions that we have made in
light of our experience in the industry, as well as our perceptions
of historical trends, current conditions, expected future
developments and other factors we believe are appropriate under the
circumstances and at the time such statements were made. Although
we believe that these forward-looking statements are based on
reasonable assumptions, you should be aware that many important
factors could affect Ameristar's, Pinnacle's or the combined
company's actual financial condition or results of operations, the
Merger, the Waivers and Amendments, or the Notes, and could cause
actual results to differ materially from those expressed in the
forward-looking statements. Such factors include, but are not
limited to, those set forth under the heading "Solicitation
Considerations" in the Consent Solicitation Statement, in the
respective Annual Reports on Form 10-K of Ameristar and Pinnacle
for the fiscal year ended December 31, 2012 and in any report,
statement or other information of Ameristar and Pinnacle that is
incorporated by reference in the Consent Solicitation Statement.
You should consider these areas of risk in connection with
considering any forward-looking statements that may be made by us
generally. The forward-looking statements contained in this press
release speak only as of the date of this press release. Except as
may be required by the federal securities laws, we undertake no
obligation to revise these forward-looking statements to reflect
events or circumstances arising after the date of this press
release or to reflect the occurrence of unanticipated events.
Visit Ameristar Casinos' website at www.ameristar.com (which
shall not be deemed to be incorporated in or a part of this news
release).
CONTACT: Tom Steinbauer Senior Vice President, Chief
Financial Officer Ameristar Casinos, Inc. 702-567-7000
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