SOURCE: Ameristar Casinos, Inc.

Ameristar Casinos, Inc.

March 29, 2011 08:00 ET

Ameristar Casinos Announces Tender Offer and Consent Solicitation for Its 9 1/4% Senior Notes Due 2014

LAS VEGAS, NV--(Marketwire - March 29, 2011) - Ameristar Casinos, Inc. (NASDAQ: ASCA) announced today that it has commenced a cash tender offer (the "Offer") for any and all of the outstanding $650,000,000 aggregate principal amount of its 9 1/4% Senior Notes due 2014 (CUSIP Nos. 03070QAL5 and 03070QAK7) (the "Notes") and a solicitation of consents to certain proposed amendments to the indenture governing the Notes (the "Indenture").

The Offer is scheduled to expire at 11:59 p.m., New York City time, on April 25, 2011, unless extended or earlier terminated (the "Expiration Time"). Holders who validly tender their Notes and provide their consents to the amendments to the Indenture before 5:00 p.m., New York City time, on April 11, 2011, unless extended (the "Consent Expiration"), will be eligible to receive the total consideration (as discussed below). The Offer contemplates an early settlement option, so that holders whose Notes are validly tendered prior to the Consent Expiration and accepted for purchase could receive payment prior to the Expiration Time. Tenders of Notes may be validly withdrawn and consents may be validly revoked until the Withdrawal Time (defined below). 

The total consideration for each $1,000 principal amount of Notes validly tendered and not validly withdrawn prior to the Consent Expiration is $1,100.14, which includes a consent payment of $30.00 per $1,000 principal amount of Notes.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.

In connection with the Offer, Ameristar is soliciting consents to certain proposed amendments to the Indenture. Holders may not tender their Notes without delivering consents or deliver consents without tendering their Notes. No consent payments will be made in respect of Notes tendered after the Consent Expiration. Following receipt of the consent of holders of at least a majority in aggregate principal amount of the Notes, Ameristar will execute a supplemental indenture to amend the Indenture to eliminate substantially all of the restrictive covenants and certain events of default in the Indenture.

Tendered Notes may be withdrawn and consents may be revoked before 5:00 p.m., New York City time, on April 11, 2011, unless extended (the "Withdrawal Time"), but generally not later. Any extension, termination or material amendment of the Offer will be followed as promptly as practicable by a public announcement thereof.

The Offer is subject to the satisfaction of certain conditions, including: (1) receipt of consents to the amendments to the Indenture from holders of a majority in principal amount of the outstanding Notes, (2) execution of a supplemental indenture effecting the amendments, (3) consummation of new debt financing raising net proceeds in an amount sufficient to fund, among other things, the Offer and (4) certain other customary conditions.

The complete terms and conditions of the Offer 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. Questions regarding the terms of the Offer 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 not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any securities. The Offer is being made solely by the Offer to Purchase and Consent Solicitation Statement dated March 29, 2011. The Offer is 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
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Contact Information


    Tom Steinbauer
    Senior Vice President, Chief Financial Officer
    Ameristar Casinos, Inc.