Penn National Gaming, Inc. (PENN:Nasdaq) (“Penn”) announced the early settlement of its previously announced tender offer and solicitation of consents (the “Tender Offer”) for any and all of its 8¾% Senior Subordinated Notes due 2019 (the “Notes”).
As of 5:00 p.m., New York City time, on October 29, 2013 (the “Early Settlement Deadline”), holders of $292.7 million aggregate principal amount of Notes had validly tendered and delivered (and not validly withdrawn or revoked prior to the withdrawal deadline) such Notes and the related consents (the “Early Tender Notes”), which represents approximately 90.055% of the $325.0 million aggregate principal amount of Notes outstanding. Penn has exercised its right to accept for purchase and payment, and to purchase and pay for, all Early Tender Notes and used a portion of the net proceeds of its debt financings completed today to pay aggregate consideration of $329.4 million in respect of such Early Tender Notes. Such consideration is comprised of $1,107.24 (including the $20.00 consent payment) per $1,000 principal amount of Notes tendered (as all such Notes were tendered at or prior to the consent payment deadline of 5:00 p.m., New York City time, on October 28, 2013), plus accrued and unpaid interest from and including the most recent interest payment date, and up to, but not including, the early settlement date. Settlement of the purchase of the Early Tender Notes occurred today, October 30, 2013.
The Tender Offer will expire at 5:00 p.m., New York City time, on November 13, 2013 (the “Expiration Date”), unless the Tender Offer is extended or earlier terminated. Penn will purchase and pay for any remaining Notes that have been validly tendered after the Early Settlement Deadline and at or prior to the Expiration Date on the final settlement date, which is expected to be the business day following the Expiration Date. Notes validly tendered in the Tender Offer after the Early Settlement Deadline and at or prior to the Expiration Date and accepted for purchase will receive $1,087.24 per $1,000 principal amount of Notes tendered plus accrued and unpaid interest from and including the most recent interest payment date, and up to, but not including, the final settlement date.