PNG Merger again extends tender offer for Penn National's 6 7/8%, 6¾% notes

By Susanna Moon

Chicago, June 30 - PNG Merger Sub Inc. said it extended the deadline in its tender offer for Penn National Gaming, Inc.'s $200 million 6 7/8% senior subordinated notes due 2011 and $250 million 6¾% senior subordinated notes due 2015.

The tender offer now expires at 5 p.m. ET on July 7. The deadline was previously set for June 27, June 20, June 13 and, originally, June 7.

As of 5 p.m. ET on June 27, the company had received tenders for $199.96 million, or 99.98%, of the 6 7/8% notes and for $249.61 million, or 99.84%, of the 6¾% notes. The amounts remain unchanged from June 20.

By the consent deadline of 5 p.m. ET on May 22, holders had delivered consents and tenders for $199.96 million, or 99.98%, of the 6 7/8% notes and for $249.35 million, or 99.74%, of the 6¾% notes, enough to amend the indentures.

Supplemental indentures have been executed and will go into effect when PNG buys the notes. The amendments will eliminate substantially all of the restrictive covenants and some events of default in the indentures.

For each $1,000 principal amount of notes, the company will pay $1,035.63 for the 6 7/8% notes and $1,093.73 for the 6¾% notes. Holders will also receive accrued interest.

The payouts include a $20.00 consent payment for each $1,000 principal amount of notes tendered by the consent deadline.

PNG announced on May 12 it had begun a cash tender offer and consent solicitation for the notes.

The offers are being held in connection with the previously announced acquisition of Penn National Gaming by affiliates of Fortress Investment Group LLC and Centerbridge Partners, LP. PNG Merger is a wholly owned subsidiary of PNG Acquisition Co. Inc., which is indirectly owned by Fortress and Centerbridge.

The offers are contingent on the receipt of tenders from holders of at least a majority of the outstanding notes and the completion of the merger.

Holders may not tender their notes without delivering consents or vice versa.

Global Bondholder Services Corp. (866 807-2200 or collect 212 430-3774) is the information agent. Deutsche Bank Securities Inc. (collect 212 250-7772) and Wachovia Securities (866 309-6316 or collect 704 715-8341) are the dealer managers and solicitation agents.

Penn National, located in Wyomissing, Pa., owns and operates casino and horse racing facilities.

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