Shareholders in Penn, Pinnacle overwhelmingly approve $2.8 billion merger

March 30, 2018 4:02 AM
  • CDC Gaming Reports
March 30, 2018 4:02 AM
  • CDC Gaming Reports

Stockholders in Penn National Gaming and Pinnacle Entertainment overwhelmingly approved the regional gaming giants’ $2.8 billion merger Thursday, removing another hurdle in the creation of a massive casino operation.

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The shareholder vote outcomes were never in question. Approximately 86 percent of Penn’s outstanding common shares were voted, with approximately 99 percent of the votes cast in favor. Similar results were seen Pinnacle’s vote.

Under the terms of the merger, Penn National will pay $20 in cash to Pinnacle shareholders, who will also be awarded less one-half share in Penn stock in exchange for their Pinnacle shares for a total of $32.47 per share held.

After the deal, Penn National will operate a combined 41 properties with about 53,500 slot machines, 1,300 table games and 8,300 hotel rooms in the U.S.

Penn National CEO Tim Wilmott said the company will increase its geographic diversity with casinos in 20 jurisdictions, including 15 of the country’s top 30 metropolitan statistical areas.

“The acquisition of Pinnacle’s operations will allow Penn National to further raise the bar,” Wilmott said in a statement. “Today’s shareholder vote was another important milestone toward completing the acquisition of Pinnacle.”

Last week, gaming regulators in Pennsylvania and West Virginia signed off on the transaction, becoming the first state agencies to approve the merger.

“The approval of the transaction by the shareholders of both Pinnacle and Penn represents an important milestone that moves us one step closer to bringing together these two great companies,” Pinnacle CEO Anthony Sanfilippo said in a statement.

However, earlier this month, the Federal Trade Commission made a second request for “additional information and documentary material” regarding the transaction. It is unclear what drew the second request.

The transaction was announced in December. To alleviate anti-trust issues, Pinnacle said at the time it would sell four of its Ameristar properties to Boyd Gaming Corp. for $575 million. At the same time, Boyd will sign a lease agreement with Gaming and Leisure Properties Inc., the landlord for Penn National and Pinnacle.