Boyd Gaming Corporation (NYSE:BYD) Files An 8-K Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure
closing of the Acquisitions (defined below). The press release is
attached hereto as Exhibit 99.1 and is incorporated herein in its
entirety by reference.
its previously announced acquisitions of The Cannery Hotel and
Casino, LLC (Cannery), the owner and operator of Cannery Casino
Hotel, and Nevada Palace, LLC (Eastside), the owner and operator
of Eastside Cannery Casino and Hotel, comprising the Las Vegas
assets of Cannery Casino Resorts, LLC (Seller), to a Membership
Interest Purchase Agreement (the Purchase Agreement) dated as of
April 25, 2016, as amended on October 28, 2016, by and among
Boyd, Seller, Cannery and Eastside.
all of the issued and outstanding membership interests of Cannery
and Eastside (the Acquisitions). With the closing of the
Acquisitions, each of Cannery and Eastside became wholly-owned
subsidiaries of Boyd. Boyd acquired Cannery and Eastside for $230
million in cash, adjusted for working capital and cash(for total
estimated net cash consideration of $238.6 million). To satisfy
the indemnification obligations of Seller, $20 million of the
total cash consideration was placed in escrow at the closing.
purport to be complete and is qualified in its entirety by
reference to the full text of the Purchase Agreement, a copy of
which is filed as Exhibit 2.2 to Boyds Quarterly Report on Form
10-Q filed August 8, 2016, together with the amendment to the
Purchase Agreement, a copy of which is filed as Exhibit 10.1 to
Boyds Current Report on Form 8-K filed November 3, 2016, each of
which are incorporated herein in their entirety by reference.
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Exhibit Number
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Description
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2.1
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Membership Interest Purchase Agreement, dated as of
April 25, 2016, by and among Boyd Gaming Corporation, The Cannery Hotel and Casino, LLC, Nevada Palace, LLC and Cannery Casino Resorts, LLC (incorporated by reference to Exhibit 2.2 of Boyd Gaming Corporations Quarterly Report on Form 10-Q filed August 8, 2016) |
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2.2
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First Amendment to Membership Interest Purchase
Agreement, dated as of October 28, 2016, by and among Boyd Gaming Corporation, The Cannery Hotel and Casino, LLC, Nevada Palace, LLC and Cannery Casino Resorts, LLC (incorporated by reference to Exhibit 10.1 of Boyd Gaming Corporations Current Report on Form 8-K filed November 3, 2016) |
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99.1
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Press Release
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About Boyd Gaming Corporation (NYSE:BYD)
Boyd Gaming Corporation is a multi-jurisdictional gaming company. The Company is an owner and operator of approximately 22 gaming entertainment properties located in Nevada, Illinois, Indiana, Iowa, Kansas, Louisiana and Mississippi. The Company’s segments include Las Vegas Locals; Downtown Las Vegas; Midwest and South, and Peninsula. It also owns and operates a travel agency and a captive insurance company that underwrites travel-related insurance, each located in Hawaii. As of March 31, 2016, the Company owned or managed 1,243,007 square feet of casino space, containing 29,736 slot machines, 757 table games and 11,391 hotel rooms. The Company’s properties include Gold Coast Hotel and Casino, The Orleans Hotel and Casino, Sam’s Town Hotel and Gambling Hall, Suncoast Hotel and Casino, and Eldorado Casino and Jokers Wild Casino. The Company also operates Aliante Casino + Hotel + Spa. Boyd Gaming Corporation (NYSE:BYD) Recent Trading Information
Boyd Gaming Corporation (NYSE:BYD) closed its last trading session down -0.07 at 20.71 with 604,349 shares trading hands.
