Station Casinos Buyout Set to Close This Week

LAS VEGAS-Publicly held Station Casinos Inc. is expected to be taken private early this week by Fertitta Colony Partners LLC, a joint venture of the Fertitta family that started the company and Los Angeles-based Colony Capital, which owns the Las Vegas Hilton. The $8.9-billion transaction–the largest ever private-equity buyout of a Nevada gaming company–calls for the JV to acquire $5.4 billion of stock and assume $3.4 billion in debt.

Station Casinos owns and operates a dozen casinos serving mostly locals in the Las Vegas Valley, including the Red Rock Casino Resort and Spa. Under the terms of the buyout, holders of Station common stock will receive $90 per share in cash for each outstanding share and the company’s stock will immediately be delisted from the New York Stock Exchange. On Friday shares traded at about 25% of average volume and ended the day at $89.83.

Fertitta Colony Partners is controlled by Station Casinos chairman/chief executive Frank Fertitta III, vice-chairman/president Lorenzo Fertitta and Colony Capital founder/chairman/chief executive Tom Barrack. The Fertitta brothers will continue handling the day-to-day operations of the company. The Fertittas, their sister Delise (Sartini) and her husband Blake, and Colony Capital have provided equity funding commitments for the stock purchase while affiliates of Deutsche Bank and JPMorgan Chase Bank have provided debt financing commitments.

Due to Station Casinos’ management of Thunder Valley Casino, an Indian resort in Sacramento, the deal must still receive the approval of the National Indian Gaming Commission. Station shareholders approved the buyout in August, the Nevada Gaming Control Board approved the deal at the start of the month and the Nevada Gaming Commission unanimously approved the acquisition late last week. A spokesperson for the NIGC told GlobeSt.com last week that no date had been set to vote on the buyout, but MGM Mirage maintains that the deal will before the end of the month.

The Fertittas’ father started Station Casinos in 1976. It went public in 1993. When the privatization is completed, Colony Capital will own approximately 75% of the Station Casinos while the Fertitta brothers, their sister and her husband will own the remainder. The go-forward strategy for the soon-to-be private company is to continue growing through expansions, ground-up development and third-party management contracts with American Indian casinos.

Colony Capital is one of only a few private investment firms licensed in gaming. In addition to the Las Vegas Hilton, it own owns Resorts International Atlantic City, Resorts East Chicago, Resorts Tunica, Atlantic City Hilton and Bally’s. Colony also is a partner in Accor Casinos in Europe.

Prior to their approval, state gaming regulators expressed concerns about the new ownership entity being more leveraged than its predecessor. Their concerns were apparently allayed when informed that the casinos kick off enough cash flow to not only cover the increase debt load but also to fund further expansion. In addition, regulators were informed that Station has unencumbered land holding that could be used for collateral as needed.