Station Casinos receives tenders of 73.8% of 8 7/8% notes

New York, Feb. 12 - Station Casinos, Inc. (B1/BB) said holders tendered $147.6 million principal amount of 73.8% of its $199.9 million of 8 7/8% senior subordinated notes due 2008.

The offer expired at midnight ET on Feb. 11.

Station Casinos said on Jan. 29 that it had received the required tenders and related consents from holders of its 8 7/8% notes under its previously announced tender offer for the notes and related solicitation of consents to proposed indenture changes.

The company said that the consent deadline expired as scheduled at 5 p.m. ET on Jan. 28. As of that deadline, holders of $147.155 million of the notes, or about 73.8% of the outstanding principal amount, had delivered valid tenders and consents under terms of the offer, fulfilling the requirement of receipt of tenders and consents representing at least a majority of the outstanding principal amount.

As previously announced, Station Casinos, a Las Vegas-based gaming operator, said on Jan. 14 that it had begun a cash tender offer for any and all of its $199.9 million outstanding principal amount of 8 7/8% notes. It was Station's second attempt to tender for the notes, following an unsuccessful offer which it abruptly terminated last fall. The company said it had also begun soliciting noteholder consent to proposed changes in the notes' indenture to eliminate substantially all of their restrictive covenants.

Station Casinos said holders tendering their notes by the consent deadline and thus giving their consent to the proposed indenture changes would receive $1,035.78 per $1,000 principal amount of notes tendered and accepted for purchase, including a consent payment of $30 per $1,000 principal amount.

Holders tendering their notes after the consent deadline, though before the offer expiration, will receive $1,005.78 per $1,000 principal amount.

All tendering noteholders will receive accrued and unpaid interest up to, but not including, the payment date for the notes.

The company said that holders tendering their notes would be required to consent to the proposed indenture amendments. It said holders could not tender their notes without delivering consents or deliver consents without tendering their notes.

Previously, Station Casinos attempted to tender for the 8 7/8% notes, but abruptly terminated the tender offer last Oct. 3 without explanation.

Banc of America Securities LLC (contact the High Yield Special Products division at 888 292-0070 or collect at 704 388-4813) and Deutsche Bank Securities Inc. (contact the High Yield Capital Markets department at 212 250-4270) will be the dealer managers and solicitation agents for the offer. D.F. King & Co., Inc. is the information agent (800 628-8532 or collect at 212 269-5550).

Meanwhile, Station Casinos is also tendering for its $375 million principal amount of 9 7/8% senior subordinated notes due 2010 in an offer announced on Feb. 6.

The Las Vegas gaming company is offering to pay $1,133.47 per $1,000 principal amount for holders who tender by the consent deadline of 5 p.m. ET Feb. 20. The sum includes a $30 per $1,000 consent payment.

Station will pay $1,103.47 per $1,000 principal amount for notes tendered after the consent deadline but before the expiration date of midnight ET March 5.

In both cases holders will receive accrued interest up to but not including the date of payment.

Holders who tender will be required to consent to proposed amendments to the note indenture that will eliminate substantially all of the restrictive covenants. Consents may not be given without tendering.

The tender is subject to conditions including the receipt of tenders for a majority of the principal amount of the notes and senior subordinated financing on terms acceptable to the company.

Banc of America Securities LLC (call Yield Special Products at 888 292-0070 or collect at 704 388-4813) is the dealer manager and solicitation agent. D.F. King & Co. Inc. (800 628-8532 or collect at 212 269-5550) is the information agent.

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