Ameristar Reports Increase of Consent Fee, Extension of Expiration
Ameristar Casinos, Inc. (NASDAQ: ASCA) ("Ameristar") announced today that, pursuant to a supplement dated March 25, 2013 (the "Supplement") to the Consent Solicitation Statement dated March 18, 2012 (the "Consent Solicitation Statement"), at the request and expense of Pinnacle Entertainment, Inc. ("Pinnacle"), it has amended the terms of its previously announced consent solicitation (the "Consent Solicitation") seeking consents from holders of the $1,040,000,000 outstanding principal amount of its 7.50% Senior Notes due 2021 (the "Notes") for waivers (the "Proposed Waivers") of and amendments (the "Proposed Amendments") to certain provisions of the indenture governing the Notes (the "Indenture"). Ameristar commenced the Consent Solicitation at the request and expense of Pinnacle in connection with the previously announced proposed merger between Ameristar and Pinnacle (the "Merger"). Pursuant to the Supplement, Ameristar has increased the consent fee payable to consenting holders from $10.00 to $19.00 for each $1,000 in principal amount of the Notes for which consents are 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 date of the consummation of the Merger, subject, in each case, to the conditions described in the Consent Solicitation Statement. In addition, the Consent Solicitation, which was previously scheduled to expire at 5:00 p.m., New York City time, on March 27, 2013, has been further extended to 5:00 p.m., New York City time, on April 2, 2013, unless further extended or terminated by Ameristar. The amended terms of the Consent Solicitation also would reduce the capacity of Pinnacle, as the successor to Ameristar under the Indenture upon consummation of the Alternative Merger and Post-Effective Merger (as such terms are defined in the Consent Solicitation Statement), to make certain restricted payments under the Indenture from and after the effective time of the Post-Effective Merger. The amended terms of the Consent Solicitation also amend and supplement other terms of the Consent Solicitation Statement as described in the Supplement. All other terms and conditions of the Consent Solicitation, as set forth in the Consent Solicitation Statement and the Consent Letter, in each case, as amended and supplemented by the Supplement, remain the same. Holders of the Notes who have previously delivered consents do not need to redeliver such consents or take any other action in response to this announcement in order to receive the increased consent fee upon the successful conclusion of the Consent Solicitation and any such previously delivered consents shall be deemed to include a consent to the additional amendments and supplements contained in the Supplement. Consents (whether previously or hereafter delivered) may only be revoked in the manner described in the Consent Solicitation Statement.
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