UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 9, 2005
PENN NATIONAL GAMING, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 0-24206 23-2234473
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
825 Berkshire Blvd., Suite 200
Wyomissing Professional Center
Wyomissing, PA 19610
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (610) 373-2400
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
On February 9, 2005, Penn National Gaming, Inc. announced that it has
called for redemption all $200 million in aggregate principal amount of its
outstanding 11-1/8% Series B Senior Subordinated Notes due March 1, 2008. The
redemption price is $1,055.63 per $1,000 principal amount, plus accrued and
unpaid interest to the scheduled redemption date, which is March 10, 2005. A
copy of the press release is filed as Exhibit 99.1 to this Form 8-K and is
incorporated herein by this reference.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
Exhibit 99.1 Press Release, dated February 9, 2005, issued by Penn National
Gaming, Inc.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PENN NATIONAL GAMING, INC.
(Registrant)
By: /s/ Robert S. Ippolito
--------------------------
Date: February 9, 2005 Robert S. Ippolito
Vice President, Secretary
and Treasurer
EXHIBIT INDEX
Exhibit
No.
99.1 Press Release, dated February 9, 2005, issued by Penn
National Gaming, Inc.
EXHIBIT 99.1
NEWS ANNOUNCEMENT [LOGO OMITTED] PENN NATIONAL GAMING, INC.
CONTACT:
William J. Clifford Joseph N. Jaffoni
Chief Financial Officer Jaffoni & Collins Incorporated
610/373-2400 212/835-8500 or penn@jcir.com
PENN NATIONAL GAMING, INC. CALLS FOR REDEMPTION
OF 11-1/8% SENIOR SUBORDINATED NOTES DUE 2008
Wyomissing, Penn., (February 9, 2005) -- Penn National Gaming, Inc.
(PENN:Nasdaq) announced today that it has called for redemption all $200
million in aggregate principal amount of its outstanding 11 1/8% Series B
Senior Subordinated Notes due March 1, 2008. The redemption price is $1,055.63
per $1,000 principal amount, plus accrued and unpaid interest to the scheduled
redemption date, which is March 10, 2005. The Company intends to fund the
redemption of the Notes from available cash, borrowings under its revolving
credit facility, net proceeds of private replacement financing or a
combination thereof. Any securities offered in any such private replacement
financing will not be registered under the Securities Act of 1933, as amended,
and may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements.
About Penn National Gaming
Penn National Gaming owns and operates casino and horse racing facilities with
a focus on slot machine entertainment. The Company presently operates eleven
facilities in nine jurisdictions including West Virginia, Illinois, Louisiana,
Mississippi, Pennsylvania, New Jersey, Colorado, Maine and Ontario. In
aggregate, Penn National's facilities feature over 13,000 slot machines, 260
table games, 1,286 hotel rooms and 417,000 square feet of gaming floor space.
The company is currently in the process of completing the disposition of the
Shreveport, Louisiana Hollywood Casino. In November 2004, Penn National Gaming
agreed to acquire all of the outstanding shares of Argosy Gaming Company,
which it expects to complete in the second half of 2005.
This press release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. Actual results may vary
materially from expectations. Although the Company believes that its
expectations are based on reasonable assumptions within the bounds of its
knowledge of its business and operations, there can be no assurance that
actual results will not differ materially from the Company's expectations. In
particular, consummation of Penn National's acquisition of Argosy Gaming is
subject to several conditions including the approval of various governmental
entities, including certain gaming regulatory authorities to which the
Companies are subject. Furthermore, the Company does not intend to update
publicly any forward-looking statements except as required by law. The
cautionary advice in this paragraph is permitted by the Private Securities
Litigation Reform Act of 1995.
# # #