Full House Resorts (NASDAQ:FLL) (“Full House”) today announced that it
has entered into a definitive agreement with The Majestic Star Casino
LLC to acquire all of the outstanding membership interests of the entity
operating Fitzgerald’s Casino, (the “Fitz Casino”) in Tunica,
Mississippi. The purchase price is $62 million, exclusive of working
capital and other adjustments, fees and expenses as of the closing date.
The agreement is subject to Full House obtaining financing for the
acquisition within 90 days of its execution, obtaining regulatory
approvals, and other customary closing conditions.
Full House intends to fund the acquisition of the Fitz Casino with a
combination of proceeds obtained by refinancing its existing credit
facilities with a new credit facility with a capacity of approximately
$125 million and through an equity offering. The proceeds will also be
used to fund certain required renovations at the property which are
expected to be approximately $7 million. Full House anticipates having
financings and required regulatory approvals in place to accommodate
closing the acquisition during the third quarter of 2014.
The Fitz Casino has 38,000 square feet of gaming space with
approximately 1,100 slot and video poker machines and 20 table games on
a 53 acre site. The property includes a 506 room hotel with 68 suites, a
fine dining restaurant, buffet, quick service restaurant, two casino
bars and an 8,100 square foot multi-purpose event center. The property
draws heavily from the Memphis, Tennessee market and benefits from
approximately 14 million people living within a 250 mile radius of the
property. The Fitz Casino generated unaudited Adjusted EBITDA of
approximately $10.1 million for its fiscal year ending December 31, 2013.
“This property fits our acquisition strategy perfectly,” said Andre M.
Hilliou, Chairman and Chief Executive Officer of Full House. “This
transaction is consistent with our long stated growth strategy and we
believe it will create long-term shareholder value. The property has
historically been well run and maintained under the current management
team; however, we believe that we can leverage our knowledge and proven
track record of managing properties catering to local customers in
competitive environments to further improve the profitability of the
Fitz Casino.”
Macquarie Capital served as Full House’s exclusive financial advisor on
this acquisition.
|
Fitz - Tunica
|
Reconciliation of Adjusted EBITDA
|
Year Ended December 31, 2013
|
(in $000's) (Unaudited)
|
|
Operating Income
|
$
|
7,359
|
|
Add back:
|
|
Property Sale Expenses
|
|
449
|
|
Severance Costs
|
|
157
|
|
Depreciation and Amortization
|
|
3,858
|
|
Deduct:
|
|
Flood Insurance Proceeds, Net of Expense
|
|
(1,687
|
)
|
Adjusted EBITDA
|
$
|
10,136
|
|
|
|
|
|
About Full House Resorts, Inc.
Full House Resorts is a locals-oriented, regional casino company that
owns, develops and manages gaming facilities. Full House owns the Rising
Star Casino Resort in Rising Sun, Indiana, the Silver Slipper Casino in
Hancock County, Mississippi, and Stockman’s Casino in Fallon, Nevada.
Full House also operates the Grand Lodge Casino at Hyatt Regency Lake
Tahoe Resort, Spa and Casino in Incline Village, Nevada under a lease
agreement, and has a management agreement with the Pueblo of Pojoaque
for the operations of the Buffalo Thunder Casino and Resort in Santa Fe,
New Mexico along with the Pueblo’s Cities of Gold casino facilities. For
more information about Full House Resorts, please visit its website at www.fullhouseresorts.com.
Forward-looking Statements
Some of the statements made in this release are forward-looking
statements. These forward-looking statements are based upon Full House’s
current expectations and projections about future events and generally
relate to Full House’s plans, objectives and expectations for Full
House’s business. Although Full House’s management believes that the
plans and objectives expressed in these forward-looking statements are
reasonable, the outcome of such plans, objectives and expectations
involve risks and uncertainties including without limitation, regulatory
approvals, including the ability to maintain a gaming license in
Indiana, Nevada and Mississippi, financing sources and terms,
integration of acquisitions, the ability to refinance indebtedness,
competition and business conditions in the gaming industry, including
competition from Ohio casinos and any possible authorization of gaming
in Kentucky. Additional information concerning potential factors that
could affect Full House’s financial condition and results of operations
is included in the reports Full House files with the Securities and
Exchange Commission, including, but not limited to, its Form 10-K for
the most recently ended fiscal year.
Copyright Business Wire 2014