Ameristar Casinos, Inc. (NASDAQ: ASCA) announced today the early
results of its previously announced cash tender offer (the "Offer")
for any and all of the outstanding $650,000,000 aggregate principal
amount of its 9¼% Senior Notes due 2014 (CUSIP Nos. 03070QAL5 and
03070QAK7) (the "Notes") and related solicitation of consents (the
"Consent Solicitation") to certain proposed amendments to the
indenture governing the Notes (the "Indenture").
As of 5:00 p.m., New York City time, on April 11, 2011 (the
"Consent Expiration"), an aggregate of $649,531,000 in principal
amount of the Notes had been validly tendered and not validly
withdrawn in the Offer. Additionally, as of the Consent Expiration,
Ameristar had received valid consents to the proposed amendments to
the Indenture from holders of $649,531,000 in aggregate principal
amount of the Notes, or 99.9% of the outstanding aggregate
principal amount of the Notes. As a result, Ameristar has received
the requisite consents to enter into a supplemental indenture (the
"Supplemental Indenture") to amend the Indenture, and Ameristar and
the trustee under the Indenture have executed such Supplemental
Indenture.
The Supplemental Indenture amends the Indenture to eliminate
substantially all of the restrictive covenants and certain events
of default in the Indenture. The amendments set forth in the
Supplemental Indenture will not become operative with respect to
the Notes unless and until Ameristar accepts for purchase such
Notes validly tendered and not validly withdrawn and certain other
conditions relating to the consummation of the Offer are
satisfied.
The previously announced withdrawal deadline relating to the
Offer occurred at 5:00 p.m., New York City time, on April 11, 2011.
Notes previously tendered and any Notes tendered after 5:00 p.m.,
New York City time, on April 11, 2011 may not be withdrawn unless
withdrawal rights are required by law. Holders that have already
validly tendered Notes in the Offer are eligible to receive the
total consideration (as discussed below).
The total consideration for each $1,000 principal amount of
Notes validly tendered and not validly withdrawn prior to the
Consent Expiration is $1,100.14, which includes a consent payment
of $30.00 per $1,000 principal amount of Notes. Holders tendering
after the Consent Expiration will be eligible to receive only the
tender offer consideration, which is $1,070.14 for each $1,000
principal amount of Notes, and does not include a consent payment.
Holders whose Notes are purchased in the Offer will also receive
accrued and unpaid interest from the most recent interest payment
date for the Notes to, but not including, the applicable settlement
date. The Offer is scheduled to expire at 11:59 p.m., New York City
time, on April 25, 2011, unless extended or earlier terminated. Any
extension, termination or material amendment of the Offer will be
followed as promptly as practicable by a public announcement
thereof. Ameristar expects to make payments with respect to any
Notes validly tendered and not withdrawn on or prior to the Consent
Expiration on the initial settlement date, which is expected to be
on or about April 14, 2011, assuming certain conditions relating to
the consummation of the Offer are satisfied, including consummation
of new debt financing raising net proceeds in an amount sufficient
to fund, among other things, the Offer.
The complete terms and conditions of the Offer and the Consent
Solicitation are described in the Offer to Purchase and Consent
Solicitation Statement dated March 29, 2011, copies of which may be
obtained from D.F. King & Co., Inc., the depositary and
information agent for the Offer, at (800) 829-6551 (US toll free)
or, for banks and brokers, (212) 269-5550.
Ameristar has engaged Wells Fargo Securities, LLC and Deutsche
Bank Securities Inc. to act as the exclusive dealer managers and
solicitation agents in connection with the Offer and the Consent
Solicitation. Questions regarding the terms of the Offer and the
Consent Solicitation may be directed to Wells Fargo Securities,
Liability Management Group, at (866) 309-6316 (US toll-free) and
(704) 715-8341 (collect) or to Deutsche Bank Securities, Liability
Management Group, at (855) 287-1922 (US toll-free) and (212)
250-7527 (collect).
This announcement is for informational purposes only. This
announcement is not an offer to purchase, a solicitation of an
offer to purchase or a solicitation of consents with respect to any
securities. The Offer and Consent Solicitation are being made
solely by the Offer to Purchase and Consent Solicitation Statement
dated March 29, 2011. The Offer and Consent Solicitation are not
being made to holders of Notes in any jurisdiction in which the
making or acceptance thereof would not be in compliance with the
securities, blue sky or other laws of such jurisdiction.
Forward-Looking Information
This release contains certain forward-looking information that
generally can be identified by the context of the statement or the
use of forward-looking terminology, such as "believes,"
"estimates," "anticipates," "intends," "expects," "plans," "is
confident that," "should" or words of similar meaning, with
reference to Ameristar or our management. Similarly, statements
that describe our future plans, objectives, strategies, financial
results or position, operational expectations or goals, including
with respect to the Offer and Consent Solicitation and related
financing plans, are forward-looking statements. It is possible
that our expectations may not be met due to various factors, many
of which are beyond our control, including uncertainties concerning
the availability of acceptable financing, and we therefore cannot
give any assurance that such expectations will prove to be correct.
For a discussion of relevant factors, risks and uncertainties that
could materially affect our future results, attention is directed
to "Item 1A. Risk Factors" and "Item 7. Management's Discussion and
Analysis of Financial Condition and Results of Operations" in our
Annual Report on Form 10-K for the year ended December 31,
2010.
About Ameristar
Ameristar Casinos, Inc. is a leading Las Vegas-based gaming and
entertainment company known for its premier properties
characterized by state-of-the-art casino floors and superior
dining, lodging and entertainment offerings. Ameristar's focus on
the highest quality gaming experience and exceptional guest service
has earned it leading positions in the markets in which it
operates. Founded in 1954 in Jackpot, Nev., Ameristar has been a
public company since November 1993. The Company has a portfolio of
eight casinos in seven markets: Ameristar Casino Resort Spa St.
Charles (greater St. Louis); Ameristar Casino Hotel East Chicago
(Chicagoland area); Ameristar Casino Hotel Kansas City; Ameristar
Casino Hotel Council Bluffs (Omaha, Neb., and southwestern Iowa);
Ameristar Casino Hotel Vicksburg (Jackson, Miss., and Monroe, La.);
Ameristar Casino Resort Spa Black Hawk (Denver metropolitan area);
and Cactus Petes Resort Casino and The Horseshu Hotel and Casino in
Jackpot, Nev. (Idaho and the Pacific Northwest).
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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