Gaming and Leisure Properties, Inc. Completes the Previously Announced Acquisition of the Real Estate Assets of Pinnacle Ente...
April 28 2016 - 4:56PM
Gaming and Leisure Properties, Inc. (NASDAQ:GLPI) (“GLPI”) and
Pinnacle Entertainment, Inc. (NASDAQ:PNK) (“Pinnacle”) today
announced that the companies have successfully completed the
previously announced transactions pursuant to which GLPI has
acquired substantially all of Pinnacle’s real estate assets.
The acquisition was effected through a series of transactions,
including the spin-off (the “Spin-Off”) of Pinnacle’s operating
business, real property of Belterra Park Gaming and Entertainment
Center and certain undeveloped land from the former Pinnacle
Entertainment, Inc. (“Former Pinnacle”) into a new, standalone
publicly traded company. Following the Spin-Off, Former
Pinnacle was merged with and into a wholly owned subsidiary of GLPI
and the Pinnacle operating company was renamed Pinnacle
Entertainment, Inc.
In the Spin-Off, Former Pinnacle distributed to its stockholders
one share of common stock in Pinnacle for each share of common
stock of Former Pinnacle. Shares of Pinnacle common stock
will begin “regular-way” trading tomorrow, April 29, 2016, and will
assume Former Pinnacle’s symbol “PNK” on NASDAQ.
Financing
GLPI completed its previously announced issuance of $400 million
principal amount of new 4.375% Senior Notes due 2021 and $975
million principal amount of new 5.375% Senior Notes due 2026.
GLPI also closed its new $825 million senior unsecured term loan
A. The proceeds of the funding under the new credit facility
and the new notes were used to fund the transaction with Pinnacle
and the payment of transaction-related fees and expenses.
Additionally, Pinnacle completed its previously announced
issuance of $375 million principal amount of new 5.625% Senior
Notes due 2024. Pinnacle also closed its new senior secured
credit facilities comprised of a $400 million revolving credit
facility, a $185 million term loan A facility and a $300 million
term loan B facility. The proceeds of the initial funding
under the new credit facilities and the new notes were used,
together with proceeds received from GLPI’s debt financing, to
repay Former Pinnacle's outstanding debt obligations at the time of
the merger, to pay related fees and expenses and for working
capital purposes.
About Gaming and Leisure Properties
GLPI is primarily engaged in the business of acquiring,
financing, and owning real estate property to be leased to gaming
operators in triple-net lease arrangements, pursuant to which the
tenant is responsible for all facility maintenance, insurance
required in connection with the leased properties and the business
conducted on the leased properties, taxes levied on or with respect
to the leased properties and all utilities and other services
necessary or appropriate for the leased properties and the business
conducted on the leased properties. GLPI elected to be taxed as a
real estate investment trust (“REIT”) for United States federal
income tax purposes commencing with the 2014 taxable year and is
the first publicly traded triple-net lease REIT focused on
gaming.
About Pinnacle Entertainment
Pinnacle Entertainment, Inc. owns and operates 15 gaming
entertainment businesses, located in Colorado, Indiana, Iowa,
Louisiana, Mississippi, Missouri, Nevada and Ohio. Pinnacle holds a
majority interest in the racing license owner, as well as a
management contract, for Retama Park Racetrack outside of San
Antonio, Texas.
On March 29, 2016, Pinnacle entered into a definitive agreement
with a subsidiary of Gaming and Leisure Properties, Inc. to acquire
the operations of the Meadows Racetrack and Casino for total
consideration of $138.0 million. The transaction is subject
to the approvals of the Pennsylvania Gaming Control Board and
Pennsylvania Harness Racing Commission, the expiration or
termination of the applicable Hart-Scott-Rodino waiting period, and
other customary closing conditions. The transaction is expected to
close by the end of the 2016 third quarter.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, as amended,
including, but not limited to, statements regarding the proposed
public offering. These statements can be identified by the use of
forward-looking terminology such as “expects,” “believes,”
“estimates,” “intends,” “may,” “will,” “should” or “anticipates” or
the negative or other variation of these or similar words, or by
discussions of future events, strategies or risks and
uncertainties. Such forward-looking statements are inherently
subject to risks, uncertainties and assumptions about GLPI,
Pinnacle and their respective subsidiaries, including risks related
to the following: the ultimate outcome and results of integrating
the assets acquired by GLPI in the transaction with Pinnacle; the
effects of a transaction between GLPI and Pinnacle on each party,
including the post-transaction impact on GLPI's and Pinnacle’s
financial condition, operating results, strategy and plans; GLPI’s
ability to maintain its status as a REIT; changes in the U.S. tax
law and other state, federal or local laws, whether or not specific
to REITs or to the gaming or lodging industries; and other factors
described in GLPI’s and Pinnacle’s Annual Report on Form 10-K for
the year ended December 31, 2015, each as amended from time to time
in GLPI’s and Pinnacle’s other investor communications. All
subsequent written and oral forward looking statements attributable
to GLPI, Pinnacle or persons acting on their behalf are expressly
qualified in their entirety by the cautionary statements included
in this press release. GLPI and Pinnacle undertake no obligation to
publicly update or revise any forward-looking statements contained
or incorporated by reference herein, whether as a result of new
information, future events or otherwise, except as required by law.
In light of these risks, uncertainties and assumptions, the
forward-looking events discussed in this press release may not
occur.
Contacts
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For GLPI: |
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For Pinnacle
Entertainment: |
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Investors |
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Investors |
Kara Smith |
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Vincent J. Zahn,
CFA |
ICR |
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Vice President and
Treasurer |
646-277-1211 |
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702-541-7777 /
investors@pnkmail.com |
Bill Clifford |
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Gaming and Leisure
Properties, Inc. |
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610-401-2900 |
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