LAS VEGAS, May 17, 2013 (GLOBE NEWSWIRE) -- Pinnacle Entertainment announced today that the Nevada Gaming Commission unanimously approved the Company's proposed acquisition of Ameristar Casinos.
Completion of the transaction remains subject to the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, customary closing conditions and receipt of required regulatory approvals.
"We are pleased to reach this first milestone in the regulatory approval process for our proposed acquisition of Ameristar Casinos, and thank the Nevada Gaming Control Board and Nevada Gaming Commission for acting diligently and expeditiously in addressing the transaction. We continue to work cooperatively with the Federal Trade Commission and the remaining state gaming regulatory agencies to obtain the necessary approvals to complete the transaction. We continue to expect to close the transaction in the second or third quarter of this year," said Anthony Sanfilippo, President and CEO of Pinnacle Entertainment.About Pinnacle Entertainment Pinnacle Entertainment, Inc. owns and operates seven casinos, located in Louisiana, Missouri, and Indiana, and a racetrack in Ohio. In addition, Pinnacle is redeveloping River Downs in Cincinnati, Ohio into a gaming entertainment facility, owns an approximate 24% equity stake in Asian Coast Development (Canada) Ltd., and 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 December 20, 2012, Pinnacle agreed to acquire Ameristar Casinos, Inc. in an all cash transaction valued at $26.50 per Ameristar share or total consideration of $2.8 billion including assumed debt. Ameristar owns and operates casino facilities in St. Charles near St. Louis, Mo.; Kansas City, Mo.; Council Bluffs, Iowa; Black Hawk, Colo.; Vicksburg, Miss.; East Chicago, Ind.; and the Jackpot properties in Jackpot, Nev. Important Information Regarding Forward-Looking Statements Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on Pinnacle's current expectations and are subject to uncertainty and changes in circumstances. These forward-looking statements include, among others, statements regarding the completion of the transaction. There is no assurance that the potential transaction will be consummated, and there are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include (a) the timing to consummate a potential transaction between Pinnacle and Ameristar may be delayed based on circumstances beyond Pinnacle's control; (b) the ability and timing to obtain required regulatory approvals (including approval from gaming regulators other than Nevada) and satisfy or waive other closing conditions; (c) the possibility that the merger does not close when expected or at all, or that the companies may be required to modify aspects of the merger to achieve regulatory approval; (d) the requirement to satisfy closing conditions to the merger as set forth in the merger agreement, including expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976; (e) Pinnacle's ability to obtain financing on the terms expected, or at all; and (f) the risk factors disclosed in Pinnacle's most recent Annual Report on Form 10-K, which Pinnacle filed with the Securities and Exchange Commission on March 1, 2013 and in all reports on Forms 10-K, 10-Q and 8-K filed with the Securities and Exchange Commission by Pinnacle subsequent to the filing of the Forms 10-K for the year ended December 31, 2012. Forward-looking statements reflect Pinnacle's analysis as of the date of this press release. Pinnacle does not undertake to revise these statements to reflect subsequent developments, except as required under the federal securities laws. Readers are cautioned not to place undue reliance on any of these forward-looking statements.
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