Boyd, now a creditor in the case after having acquired a small portion of Station's debt, has been trying to purchase some of all of the assets of Station Casinos since February, when it offered $950 million for several of its casinos. Station rejected the offer and filed for bankruptcy protection in July.

Boyd says the latest non-binding offer, which is for all of Station Casinos fee and clear of all liens, claims and encumbrances, represents economic realities that have slashed the company's value. If accepted, creditors and investors stand to suffer billions of dollars in losses. Station Casinos is currently carrying $6.8 billion in debt, including $2.47 billion tied to its top four properties -- Red Rock Resort, Sunset Station, Boulder Station and Palace Station.

Station, which holds assets under PropCo and OpCo divisions, has said its board, advisors and stakeholders will review Boyd's latest offer. Station adds that it has not made a decision to sell as part of the reorganization and did not solicit the proposal. The company's exclusive period to propose a plan of reorganization with the bankruptcy court was recently extended by the court until March 25, 2010. If a compromise isn't reached with lenders by that time, the assets could be divvied up between lenders. Station's top four properties are under the PropCo unit.

"We believe our offer price represents fair value to Station's stakeholders and takes into account current market conditions, our deep knowledge of the gaming industry, and Station's publicly disclosed financial performance," states the offer. "Our Proposal to acquire both the OpCo Assets and the PropCo Assets reflects the belief that there is more value in keeping these assets together rather than separating them."

Boyd Gaming has significant availability and flexibility under its revolving credit facility to consummate the proposed transaction. However, Station appears to feel the same way about the new offer as it did the previous offer.

"The new proposal is similar to Boyd's previous non-binding preliminary indication of interest submitted in February 2009, which was rejected…," a Station spokesperson tells GlobeSt.com. "The Company is currently in the process of negotiating with its creditors toward an overall plan of reorganization that is in the best interests of the Company and its stakeholders. To date, the Board has made no determination to pursue, nor has the Company taken any steps toward pursuing, a sale of all or any portion of the Company's assets."