AMERISTAR CASINOS INC
8-K, EX-20.1, 2001-01-04
MISCELLANEOUS AMUSEMENT & RECREATION
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                                  EXHIBIT 20.1

WEDNESDAY DECEMBER 20, 6:24 PM EASTERN TIME

         PRESS RELEASE


            AMERISTAR CASINOS ACQUIRES TWO MISSOURI CASINO PROPERTIES;
            TRANSACTION RECEIVES MISSOURI GAMING COMMISSION APPROVAL


LAS VEGAS, Dec. 20 /PRNewswire/ -- Ameristar Casinos, Inc. (Nasdaq: ASCA -
news), announced that it has completed its acquisition of two Missouri casino
properties in Kansas City and St. Charles, a suburb of greater St. Louis,
from Station Casinos, Inc. for $488 million in cash, and that Ameristar
subsidiaries have been awarded gaming licenses from the Missouri Gaming
Commission to operate the properties commencing Dec. 21, 2000. The transactions
position Ameristar as a leading mid-sized gaming operator and more than double
the company's assets and cash flow on a pro forma basis.
        Ameristar Casinos President and Chief Executive Officer Craig Neilsen
stated, "We are extremely pleased to be entering the dynamic Missouri market and
building on our brand and geographic diversification. Ameristar's philosophy of
operating high-quality facilities that excel in guest service, will be enhanced
by the acquisition of the Missouri properties and the expansion of the St.
Charles facility." Neilsen added, "Since our inception, we have aggressively
pursued strategic growth that fits well within our portfolio. Our expansion into
these two markets provides the ideal opportunity to further leverage the
company's expertise. An additional benefit gained from the transaction will be
the ability to cross-market our four Midwest properties under the Ameristar
brand at higher levels of efficiency."
         Ameristar had previously announced that it was acquiring the Missouri
properties for $475 million. Following execution of the purchase agreements,
Station Casinos exercised an option to acquire fee title to the land underlying
the Kansas City property that had previously been leased. As Ameristar also
acquired that fee title as part of the transactions, the aggregate purchase
price increased by $13 million.
         The premier Kansas City property purchased today by Ameristar is one of
the largest and most impressive casino hotel facilities outside of Las Vegas. A
leading gaming property in the $517 million Kansas City market, it is situated
near the heavily traveled Interstate 435 bridge, a major six-lane expressway
supporting more than 70,000 vehicles per day. Named the top area tourist
attraction in 1999 by Ingram's Magazine, the property features 140,000 square
feet of casino space with 3,294 slot machines, 144 table games and 15 poker
tables. Other amenities include 184 hotel rooms, six full-service restaurants,
10 express service restaurants, 11 bars and lounges, an 18-screen movie theatre
complex, arcade and Kid's Quest child-care facility.
         The St. Charles property serves customers in the greater St. Louis
area, which has a population of 2.7 million people within a 50-mile radius and
3.9 million within a 100-mile radius. Currently, the property includes 45,000
square feet of gaming space with 1,875 slot machines, 40 table games and 15
poker tables. Several years ago, Station Casinos began construction of a large,
new gaming facility at the St. Charles site. Ameristar plans to complete the
initial phase of this project by mid 2002, with some design modifications.




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         Once the St. Charles Casino phase one expansion project is complete,
operations at the property will encompass 70,000 square feet of gaming space
with a total of 2,500 slot machines and 60 table games. The project will also
include several non-gaming amenities, which are currently planned to include a
steakhouse, buffet, specialty restaurant, multi-purpose cafe and entertainment
center, arcade and gift shop.
         In connection with the acquisitions, Ameristar entered into long-term
employment agreements with John Finamore, as president of Missouri operations,
Thomas P. Burke, as senior vice president and general manager for Kansas City,
Anthony J. Raymon, as senior vice president and general manager for St. Charles,
and Troy Stremming, as vice president of legal and governmental affairs. Messrs.
Finamore, Burke, Raymon and Stremming previously worked for Station Casinos in
similar capacities and have a combined gaming and hotel operations background
exceeding 63 years of experience.
         "Mr. Finamore and his group are talented managers who have enjoyed a
positive working relationship with the Missouri gaming authorities. The
retention of these key executives will enable us to provide continuity in
operations and will help to ensure a smooth transition to Ameristar," explained
Neilsen.
         In connection with the acquisitions, Ameristar announced it has entered
into financing arrangements with affiliates of Deutsche Bank AG, Wells Fargo
Bank, N.A. and Bear, Stearns & Co. Inc., as agents and lenders, along with
certain other lenders, providing for $575 million in senior secured credit
facilities. These facilities include $100 million in construction financing for
the St. Charles expansion. In addition, Ameristar entered into a $300 million
senior subordinated loan agreement with affiliates of Deutsche Bank AG and Bear,
Stearns & Co. Inc. Ameristar intends to refinance the senior subordinated loan
with the proceeds of a private placement of senior subordinated notes in early
2001. In addition, concurrent with the acquisitions and new financing, Ameristar
terminated its revolving loan facility with a group of lenders led by Wells
Fargo Bank and repaid approximately $115 million in outstanding debt thereunder.
The company also repaid approximately $31 million in other indebtedness.
         As part of the financing arrangements, Ameristar successfully completed
its tender offer and consent solicitation for all of its 10 1/2 percent Senior
Subordinated Notes due 2004, Series B and accepted the tendered notes for
payment. The deadline for tendering Notes was noon, New York City time, on
Wednesday, Dec. 20, 2000. Noteholders tendered $100 million in aggregate
principal amount of the Notes (or 100 percent of the total issued and
outstanding amount). Deutsche Bank Securities Inc. acted as financial advisor to
the Company in connection with the tender offer, the financing arrangements and
the acquisitions.
         Ameristar also announced that it expects to complete its sale of The
Reserve Casino & Hotel in Henderson, Nev. to Station Casinos, Inc. in late
January 2001 for $70 million in cash. The Company intends to use the net
proceeds from The Reserve sale to repay indebtedness under the financing
arrangements outlined above. Ameristar acquired the property in 1996, while it
was under construction, and opened the facility in February 1998. Several
members of The Reserve management team will be retained by Ameristar.
         This press release contains certain forward-looking statements,
including the development and financing plans for the purchase of the two
Station Casinos. These forward-looking statements generally can be identified by
the context of the statement or the use of words such as the company or its
management "believes," "anticipates," "intends," "expects," "plans," or words of
similar meaning. Similarly, statements that describe the company's future plans,
objectives, strategies or goals are forward-looking statements. Although
management




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believes that the assumptions underlying the forward-looking statements are
reasonable, these assumptions and the forward-looking statements are subject to
various factors, risks and uncertainties, many of which are beyond the control
of the company, including but not limited to uncertainties concerning the pro
forma financial information noted above, the completion of The Reserve sale, the
advisability and availability of re-financing indebtedness noted above, and the
completion of the St. Charles expansion project. Accordingly, actual results
could differ from those contemplated by the forward-looking statements contained
in this press release. Attention is directed to "Item 1. Business -- Risk
Factors" in the Annual Report on Form 10-K of Ameristar Casinos, Inc. for the
fiscal year ended Dec. 31, 1999 and "Item 2. Management's Discussion and
Analysis of Financial Condition and Results of Operations -- Liquidity and
Capital Resources" in the Quarterly Report on Form 10-Q on Ameristar Casinos,
Inc. for the fiscal quarter ended September 30, 2000 for a discussion of some of
the factors, risks and uncertainties that could affect the Company's future
results.
         Ameristar Casinos, Inc., a publicly traded company with a strong
background in the gaming and hospitality industry dating back to 1954, owns and
operates Ameristar Casino Hotel Kansas City in Kansas City, Mo., Ameristar
Casino Hotel Council Bluffs in Council Bluffs, Iowa, Ameristar Casino St.
Charles in St. Charles, Mo., Ameristar Casino Hotel Vicksburg in Vicksburg,
Miss., Cactus Pete's Resort Casino and The Horseshu Hotel & Casino in Jackpot,
Nev., and The Reserve Hotel Casino in Henderson, Nev. in metropolitan Las Vegas.
         Visit Ameristar Casinos' Web site at www.ameristarcasinos.com (which
shall not be deemed to be incorporated in or a part of this press release)




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