Ameristar Casinos Completes $2.2 Billion Financing to Repay Existing Debt and Fund Stock Repurchase From the Estate of Craig H.
April 14 2011 - 1:20PM
Marketwired
Ameristar Casinos, Inc. (NASDAQ: ASCA) today announced that it has
obtained $2.2 billion of new debt financing that has been or will
be used (i) to repurchase its outstanding 9¼% Senior Notes due 2014
tendered pursuant to the tender offer announced on March 29, 2011,
including payment of the tender premium and accrued interest, (ii)
to prepay and permanently retire all of the indebtedness under
Ameristar's existing senior secured credit facilities, (iii) to
repurchase 26,150,000 shares of Ameristar common stock from the
Estate of Craig H. Neilsen as previously announced, (iv) to pay
related fees and expenses and (v) for Ameristar's general corporate
and working capital purposes. Ameristar expects to close the stock
repurchase transaction on April 19, 2011. Approximately 99.9% of
the $650 million aggregate principal amount of 9¼% Senior Notes due
2014 were tendered and repurchased pursuant to an early settlement
date under the tender offer, and the tender offer will remain open
until April 25, 2011.
"We are extremely pleased with this refinancing, which should
allow Ameristar to quickly complete the stock repurchase from the
Neilsen Estate," said Thomas Steinbauer, Ameristar's Chief
Financial Officer. "Excluding certain one-time costs, we expect the
repurchase to be immediately accretive to Ameristar's earnings per
share. The refinancing also reduces the weighted-average interest
rate on the Company's outstanding debt from approximately 6.7% to
approximately 5.4% based on current LIBOR rates and provides
flexibility in the near term to retire significant amounts of debt,
while preserving Ameristar's ability to take advantage of
appropriate growth opportunities that may arise in the future."
The new financing consists of $800 million principal amount of
unsecured 7.50% Senior Notes due 2021 and $1.4 billion of new
senior secured credit facilities. The new senior secured credit
facilities include (i) a $200 million A term loan that was fully
borrowed at closing and matures in 2016, (ii) a $700 million B term
loan that was fully borrowed at closing and matures in 2018 and
(iii) a $500 million revolving credit facility, $368 million of
which was borrowed at closing and which matures in 2016. Upon the
satisfaction of certain conditions, Ameristar will have the option
to increase the total amount available under the credit facilities
by up to the greater of an additional $200 million or an amount
determined by reference to Ameristar's total net leverage
ratio.
The A term loan and the revolving loan facility currently bear
interest at the London Interbank Offered Rate (LIBOR) plus 275
basis points or the base rate plus 175 basis points, at Ameristar's
option. The B term loan bears interest at LIBOR (subject to a LIBOR
floor of 1%) plus 300 basis points or the base rate (subject to a
base rate floor of 2%) plus 200 basis points, at Ameristar's
option. The LIBOR margin for the A term loan and the revolving loan
facility is subject to reduction based on Ameristar's total net
leverage ratio. The commitment fee on the revolving loan facility
is 50 basis points, subject to reduction based on the total net
leverage ratio.
Wells Fargo Securities, LLC, Deutsche Bank Securities Inc.,
Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan
Securities LLC and Credit Agricole Securities (USA) Inc. acted as
joint book-running managers for the notes offering. Wells Fargo
Securities, LLC, Deutsche Bank Securities Inc., Merrill Lynch,
Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities
Inc. acted as joint lead arrangers and joint book-runners for the
credit facilities. Deutsche Bank Trust Company Americas is acting
as administrative agent for a group of commercial banks and other
institutional lenders under the credit facilities.
The notes have not initially been registered under the
Securities Act of 1933 or any state securities law and may not be
offered or sold in the United States absent registration or an
applicable exemption from registration under the Securities Act and
applicable state securities laws. This press release does not
constitute an offer to sell any security and shall not constitute
an offer, solicitation or sale in any jurisdiction in which such
offer or sale would be unlawful.
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 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, 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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