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an Agreement to Settle Lawsuit Relating to the Proposed Merger with a Subsidiary of Harveys Casino Resorts |
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an Agreement to Settle Lawsuit Relating to the Proposed Merger with a Subsidiary of Harveys Casino Resorts |
| GLENDALE, Calif., Sept. 15, 2000 - Pinnacle Entertainment, Inc.
(NYSE: PNK)(formerly Hollywood Park, Inc.) announced that it has reached
an agreement in principle with respect to settlement of the pending purported
class action lawsuit against Pinnacle Entertainment and its directors relating
to the proposed merger in which Pinnacle Entertainment would be acquired
by PH Casino Resorts, Inc., a subsidiary of Harveys Casino Resorts (an
affiliate of Colony Capital LLC).
The settlement is subject to the execution of a definitive settlement agreement and court approval of that agreement. The defendants� agreement to the tentative settlement does not constitute, and should not be construed as, an admission that the defendants have any liability to or acted wrongfully in any way with respect to the plaintiff or any other person. Pursuant to the proposed settlement, certain provisions of the merger
agreement between Pinnacle Entertainment and PH Casino Resorts have been
amended. PH Casino Resorts has consented to such amendments.
The amendments provide for (1) extension of the deadline for the opening
of the Belterra Casino Resort from September 15, 2000 to November 15, 2000;
and (2) a $10 million increase in the permitted $207 million budget for
completing the Belterra Casino Resort. These amendments are intended
primarily to accommodate the additional time and expenses necessary to
complete the Belterra Casino Resort in light of the accident on July 31,
2000 involving Pinnacle Entertainment�s Miss Belterra riverboat casino.
Pinnacle Entertainment currently anticipates that repairs to the riverboat
will be completed in October 2000 and that the Belterra Casino Resort will
open on October 23, 2000.
In addition to amending the Merger Agreement, Pinnacle Entertainment also agreed in the settlement to pay attorney�s fees and costs to the plaintiff�s counsel, subject to court approval. Pinnacle Entertainment intends to mail to stockholders within the next
several days a supplement to its proxy statement describing the amendments
to the merger agreement. The annual meeting will be convened as scheduled
on September 19, 2000 at 9:00 a.m. local time at the Hilton Hotel, 100
West Glenoaks Boulevard, Glendale, California. However, in order to give
stockholders an opportunity to evaluate the amendments, the only action
that will be taken at such meeting will be to adjourn the meeting until
October 10, 2000, on which date the annual meeting will reconvene at the
Hilton Hotel, 100 West Glenoaks Boulevard, Glendale, California at 9:30
a.m. local time. The record date for the annual meeting, the
reconvened annual meeting on October 10, 2000 and any further adjournments
or postponements remains the close of business on August 8, 2000. As of
September 15, 2000, proxies representing approximately 64% of the outstanding
shares of Pinnacle Entertainment�s common stock had been voted in favor
of the proposed merger.
Except for historical information, the matters addressed in this press
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Pinnacle Entertainment, Inc 330 N. Brand St. Suite 1100 Glendale, CA 94203 818 662 5900 |
