Pinnacle Entertainment, Inc. (NYSE: PNK) (the „Company“) announced today that it has accepted and purchased $57,610,000 aggregate principal amount of its outstanding 8.25% Senior Subordinated Notes due 2012 („Notes“) that were tendered on or prior to the early tender date in response to its tender offer for up to $75,000,000 in aggregate principal amount of its outstanding Notes.
LAS VEGAS – The early tender date was 12:00 midnight, New York City time, on Tuesday, August 11, 2009. The tender offer is set to expire at 12:00 midnight, New York City time, on Tuesday, August 25, 2009, unless extended or earlier terminated.
As of the early tender date, $211,614,000 in aggregate principal amount of Notes had been validly tendered and not withdrawn. As described in the Company’s Offer to Purchase dated July 29, 2009, the Notes accepted for purchase by the Company represented approximately 27% of that amount after rounding down to the nearest $1,000.
Tendering holders were paid an aggregate of approximately $60,739,231, representing $1,020.63 per $1,000 principal amount of purchased Notes plus accrued interest to, but not including, the date hereof. As of August 12, 2009, $217,390,000 in aggregate principal amount of the Notes remain outstanding.
Since more than $75,000,000 in aggregate principal amount of Notes have been validly tendered on or prior to the early tender date, following the expiration of the tender offer the Company intends to purchase such Notes on a pro rata basis, based on principal amount tendered and regardless of when such Notes were tendered, up to $75,000,000 in aggregate principal amount, as described in the Company’s Offer to Purchase dated July 29, 2009. Notes purchased today following the early tender date count toward the total principal amount Pinnacle intends to purchase in the tender offer.
The Company used a portion of the proceeds from its recently completed issuance of $450,000,000 in aggregate principal amount of 8.625% Senior Notes due 2017 to fund the purchase of the prorated portion of the Notes tendered on or prior to the early tender date and the payment of associated expenses and accrued interest.
The Company also announced that the financing condition of the tender offer has been satisfied. Tendered Notes may no longer be withdrawn.
J.P. Morgan and BofA Merrill Lynch have been retained as the dealer managers for the tender offer. Questions concerning the terms of the tender offer should be directed to J.P. Morgan, Liability Management, at (800) 245-8812, and BofA Merrill Lynch, Debt Advisory Services, at (888) 292-0070 (toll free) or (980) 387-4536 (collect). The Bank of New York Mellon Trust Company, N.A. is the depositary agent in connection with the tender offer. D.F. King & Co., Inc. is the information agent for the tender offer. Requests for copies of the Offer to Purchase and Letter of Transmittal should be directed to the information agent at (800) 758-5378.
The complete terms and conditions of the tender offer are set forth in the Offer to Purchase and Letter of Transmittal that were mailed to holders of the Notes. Holders of the Notes are urged to read the tender offer documents carefully because they contain important information.
About Pinnacle Entertainment
Pinnacle Entertainment owns and operates casinos in Nevada, Louisiana, Indiana, Missouri and Argentina. The Company has a second casino development project under construction in the St. Louis area, to be called River City, the opening of which is dependent upon final approval by the Missouri Gaming Commission. Pinnacle is also developing a second casino resort in Lake Charles, Louisiana, to be called Sugarcane Bay, and a casino resort in Baton Rouge, Louisiana. Additionally, Pinnacle owns a casino site at the heart of the Boardwalk in Atlantic City, New Jersey.