Latest news with #PENNPlay
Business Wire
8 hours ago
- Business
- Business Wire
PENN Entertainment, Inc. Announces Final Settlement Terms of Previously Announced Note Repurchase Transactions
WYOMISSING, Pa.--(BUSINESS WIRE)--PENN Entertainment, Inc. ('PENN' or the 'Company') (Nasdaq: PENN) announced today the final settlement terms of its previously announced note repurchase transactions, pursuant to which the Company agreed to repurchase for cash consideration certain of the Company's outstanding 2.75% Convertible Senior Notes due 2026 (the 'Convertible Senior Notes') through separate and privately negotiated repurchase transactions (such repurchased notes, the 'Repurchased Notes', and each such transaction, a 'Note Repurchase Transaction'). The aggregate cash payment for such Note Repurchase Transactions is approximately $233.5 million, which was determined following an averaging period beginning on June 16, 2025 through June 18, 2025 and is inclusive of accrued and unpaid interest on the Repurchased Notes. After giving effect to the repurchase and cancellation of the Repurchased Notes, the Company will have approximately $106.7 million in aggregate principal amount of Convertible Senior Notes outstanding. The Note Repurchase Transactions eliminate approximately 9.6 million shares from the Company's diluted share count that were associated with the Convertible Senior Notes. Additionally, the Company remains committed to its previously stated goal to repurchase at least $350 million of shares in 2025, which is incremental to the Note Repurchase Transactions. HudsonWest LLC acted as exclusive financial advisor to the Company in connection with the Note Repurchase Transactions. About PENN Entertainment, Inc. PENN Entertainment, Inc., together with its subsidiaries ('PENN,' or the 'Company'), is North America's leading provider of integrated entertainment, sports content, and casino gaming experiences. PENN operates in 28 jurisdictions throughout North America, with a broadly diversified portfolio of casinos, racetracks, and online sports betting and iCasino offerings under well-recognized brands including Hollywood Casino ®, L'Auberge ®, ESPN BET™, and theScore BET Sportsbook and Casino ®. PENN's ability to leverage its partnership with ESPN, the 'worldwide leader in sports,' and its ownership of theScore ®, the top digital sports media brand in Canada, is central to the Company's highly differentiated strategy to expand its footprint and efficiently grow its customer ecosystem. PENN's focus on organic cross-sell opportunities is reinforced by its market-leading retail casinos, sports media assets, and technology, including a proprietary state-of-the-art, fully integrated digital sports and iCasino betting platform, and an in-house iCasino content studio (PENN Game Studios). The Company's portfolio is further bolstered by its industry-leading PENN Play™ customer loyalty program, offering its approximately 32 million members a unique set of rewards and experiences. Forward Looking Statements This press release contains 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the use of forward-looking terminology such as 'expects,' 'believes,' 'estimates,' 'projects,' 'intends,' 'plans,' 'goal,' 'seeks,' 'may,' 'will,' 'should,' or 'anticipates' or the negative or other variations of these or similar words, or by discussions of future events, strategies or risks and uncertainties. Specifically, forward-looking statements include, but are not limited to, statements regarding the Company's commitment to repurchase shares. Such statements are all subject to risks, uncertainties and changes in circumstances that could significantly affect the Company's future financial results and business. Accordingly, the Company cautions that the forward-looking statements contained herein are qualified by important factors that could cause actual results to differ materially from those reflected by such statements. Such factors include: the effects of economic and market conditions in the markets in which the Company operates or otherwise, including the impact of global supply chain disruptions, price inflation, changes in interest rates, economic downturns, changes in trade policies, and geopolitical and regulatory uncertainty; competition with other entertainment, sports content, and gaming experiences; the timing, cost and expected impact of product and technology investments; risks relating to operations, permits, licenses, financings, approvals and other contingencies in connection with growth in new or existing jurisdictions; our ability to successfully acquire and integrate new properties and operations and achieve expected synergies from acquisitions; the availability of future borrowings under our Amended Credit Facilities or other sources of capital to enable us to service our indebtedness, make anticipated capital expenditures or pay off or refinance our indebtedness prior to maturity; the impact of indemnification obligations under the Barstool SPA; our ability to achieve the anticipated financial returns from the Sportsbook Agreement with ESPN, including due to fees, costs, taxes, or circumstances beyond the Company's or ESPN's control; the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the Company and ESPN to terminate the Sportsbook Agreement between the companies; the ability of the Company and ESPN to agree to extend the initial 10-year term of the Sportsbook Agreement on mutually satisfactory terms, if at all, and the costs and obligations of such terms if agreed; the outcome of any legal proceedings that may be instituted against the Company, ESPN or their respective directors, officers or employees; the ability of the Company or ESPN to retain and hire key personnel; the impact of new or changes in current laws, regulations, rules or other industry standards; the impact of activist shareholders; adverse outcomes of litigation involving the Company, including litigation in connection with our 2025 annual meeting of shareholders; our ability to maintain our gaming licenses and concessions and comply with applicable gaming law, changes in current laws, regulations, rules or other industry standards, and additional factors described in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, each as filed with the U.S. Securities and Exchange Commission. The Company does not intend to update publicly any forward-looking statements except as required by law. Considering these risks, uncertainties and assumptions, the forward-looking events discussed in this press release may not occur.
Business Wire
3 days ago
- Business
- Business Wire
PENN Entertainment Welcomes Johnny Hartnett and Carlos Ruisanchez as Duly Elected Directors
WYOMISSING, Pa.--(BUSINESS WIRE)--PENN Entertainment, Inc. (Nasdaq: PENN) ('PENN' or the 'Company') today reported preliminary voting results with respect to the election of directors from its 2025 Annual Meeting of Shareholders held on June 17, 2025. PENN shareholders elected the Company's two director nominees, Johnny Hartnett and Carlos Ruisanchez, to serve on the Company's Board of Directors. The PENN Board issued the following statement: We are pleased to welcome Johnny and Carlos, both of whom bring highly relevant experience in digital and retail gaming to the Board. Over the past several months, we have continued to engage with our shareholders, and we look forward to incorporating feedback from those conversations as we move ahead. It is clear from this engagement that PENN's Board, management team and shareholders are aligned in their focus on ensuring PENN is achieving its full potential. The Board remains committed to the close oversight of our differentiated omni-channel strategy and to delivering sustainable long-term value. We recognize there is more work to be done, and we are intently focused on driving profitability in our Interactive segment and growth across the business as we continue strengthening the Company's balance sheet and liquidity position, deleveraging and accelerating capital return to shareholders. We look forward to further dialogue with our shareholders about our Board's composition and skillset evolution, as well as PENN's executive compensation program and strategic priorities, to ensure alignment with our shareholders. Thank you for your continued support and investment in PENN. The Company will report final results on a Form 8-K that will be filed with the Securities and Exchange Commission in the coming days. About PENN Entertainment PENN Entertainment, Inc., together with its subsidiaries ('PENN,' or the 'Company'), is North America's leading provider of integrated entertainment, sports content, and casino gaming experiences. PENN operates in 28 jurisdictions throughout North America, with a broadly diversified portfolio of casinos, racetracks and online sports betting and iCasino offerings under well-recognized brands including Hollywood Casino ®, L'Auberge ®, ESPN BET™ and theScore BET Sportsbook and Casino ®. PENN's ability to leverage its partnership with ESPN, the 'worldwide leader in sports,' and its ownership of theScore, the top digital sports media brand in Canada, is central to the Company's highly differentiated strategy to expand its footprint and efficiently grow its customer ecosystem. PENN's focus on organic cross-sell opportunities is reinforced by its market-leading retail casinos, sports media assets, and technology, including a proprietary state-of-the-art, fully integrated digital sports and iCasino betting platform and an in-house iCasino content studio (PENN Game Studios). The Company's portfolio is further bolstered by its industry-leading PENN Play™ customer loyalty program, offering its 31 million members a unique set of rewards and experiences. Forward-Looking Statements This press release contains 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the use of forward-looking terminology such as 'expects,' 'believes,' 'estimates,' 'projects,' 'intends,' 'plans,' 'goal,' 'seeks,' 'may,' 'will,' 'should,' or 'anticipates' or the negative or other variations of these or similar words, or by discussions of future events, strategies or risks and uncertainties. Specifically, forward-looking statements include, but are not limited to, statements regarding: the Company's expectations of future results of operations and financial condition, including, but not limited to, projections of revenue, Adjusted EBITDA, Adjusted EBITDAR and other financial measures; the assumptions provided regarding the guidance, including the scale and timing of the Company's product and technology investments; the Company's expectations regarding results and customer growth and the impact of competition in retail/mobile/online sportsbooks, iCasino, social gaming, and retail operations; the Company's development and launch of its Interactive segment's products in new jurisdictions and enhancements to existing Interactive segment products, including the content for the ESPN BET and theScore BET and the further development of ESPN BET and theScore BET on our proprietary player account management system and risk and trading platforms; the benefits of the Sportsbook Agreement between the Company and ESPN; the Company's expectations regarding its Sportsbook Agreement with ESPN and the future success of ESPN BET; the Company's expectations with respect to share repurchases; the Company's expectations with respect to the integration and synergies related to the Company's integration of theScore and the continued growth and monetization of the Company's media business; the Company's expectations that its portfolio of assets provides a benefit of geographically-diversified cash flows from operations; management's plans and strategies for future operations, including statements relating to the Company's plan to expand gaming operations through the implementation and execution of a disciplined capital expenditure program at our existing properties, the pursuit of strategic acquisitions and investments, and the development of new gaming properties, including the development projects and the anticipated benefits; improvements, expansions, or relocations of our existing properties; entrance into new jurisdictions; expansion of gaming in existing jurisdictions; strategic investments and acquisitions; cross-sell opportunities between our retail gaming, online sports betting, and iCasino businesses; our ability to obtain financing for our development projects on attractive terms; the timing, cost and expected impact of planned capital expenditures on the Company's results of operations; and the actions of regulatory, legislative, executive, or judicial decisions at the federal, state, provincial, or local level with regard to our business and the impact of any such actions. Such statements are all subject to risks, uncertainties and changes in circumstances that could significantly affect the Company's future financial results and business. Accordingly, the Company cautions that the forward-looking statements contained herein are qualified by important factors that could cause actual results to differ materially from those reflected by such statements. Such factors include: the effects of economic and market conditions in the markets in which the Company operates or otherwise, including the impact of global supply chain disruptions, price inflation, changes in interest rates, economic downturns, changes in trade policies, and geopolitical and regulatory uncertainty; competition with other entertainment, sports content, and gaming experiences; the timing, cost and expected impact of product and technology investments; risks relating to operations, permits, licenses, financings, approvals and other contingencies in connection with growth in new or existing jurisdictions; our ability to successfully acquire and integrate new properties and operations and achieve expected synergies from acquisitions; the availability of future borrowings under our Amended Credit Facilities or other sources of capital to enable us to service our indebtedness, make anticipated capital expenditures or pay off or refinance our indebtedness prior to maturity; the impact of indemnification obligations under the Barstool SPA; our ability to achieve the anticipated financial returns from the Sportsbook Agreement with ESPN, including due to fees, costs, taxes, or circumstances beyond the Company's or ESPN's control; the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the Company and ESPN to terminate the Sportsbook Agreement between the companies; the ability of the Company and ESPN to agree to extend the initial 10-year term of the Sportsbook Agreement on mutually satisfactory terms, if at all, and the costs and obligations of such terms if agreed; the outcome of any legal proceedings that may be instituted against the Company, ESPN or their respective directors, officers or employees; the ability of the Company or ESPN to retain and hire key personnel; the impact of new or changes in current laws, regulations, rules or other industry standards; the impact of activist shareholders; adverse outcomes of litigation involving the Company, including litigation in connection with our 2025 annual meeting of shareholders; our ability to maintain our gaming licenses and concessions and comply with applicable gaming law, changes in current laws, regulations, rules or other industry standards, and additional factors described in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, each as filed with the U.S. Securities and Exchange Commission. The Company does not intend to update publicly any forward-looking statements except as required by law. Considering these risks, uncertainties and assumptions, the forward-looking events discussed in this press release may not occur.
Associated Press
29-01-2025
- Business
- Associated Press
PENN Entertainment Confirms Receipt of Director Nominations
PENN Entertainment, Inc. (Nasdaq: PENN) ('PENN' or the 'Company') today confirmed that its Board of Directors has received notice from HG Vora Capital Management, LLC that it has nominated three director candidates to stand for election to the Company's Board of Directors at PENN's 2025 Annual Meeting of Shareholders. PENN issued the following statement: The PENN Board and management team are committed to creating long-term value for all shareholders and will continue to take actions to achieve that objective. We regularly solicit feedback and engage with the investment community about our strategy, performance and business priorities. The Board's Nominating and Corporate Governance Committee will carefully review HG Vora's proposed director nominees, in line with PENN's normal evaluation procedures, and present its formal recommendation regarding the election of directors in the Company's proxy materials, which will be filed with the U.S. Securities and Exchange Commission ahead of the 2025 Annual Meeting. The 2025 Annual Meeting has not yet been scheduled, and PENN shareholders are not required to take any action at this time. Goldman Sachs & Co. LLC is serving as PENN's financial advisor and Wachtell, Lipton, Rosen & Katz is serving as legal counsel. About PENN Entertainment PENN Entertainment, Inc., together with its subsidiaries ('PENN,' or the 'Company'), is North America's leading provider of integrated entertainment, sports content, and casino gaming experiences. PENN operates in 28 jurisdictions throughout North America, with a broadly diversified portfolio of casinos, racetracks and online sports betting and iCasino offerings under well-recognized brands including Hollywood Casino ®, L'Auberge ®, ESPN BET ™ and theScore BET Sportsbook and Casino ®. PENN's ability to leverage its partnership with ESPN, the 'worldwide leader in sports,' and its ownership of theScore, the top digital sports media brand in Canada, is central to the Company's highly differentiated strategy to expand its footprint and efficiently grow its customer ecosystem. PENN's focus on organic cross-sell opportunities is reinforced by its market-leading retail casinos, sports media assets, and technology, including a proprietary state-of-the-art, fully integrated digital sports and iCasino betting platform and an in-house iCasino content studio (PENN Game Studios). The Company's portfolio is further bolstered by its industry-leading PENN Play™ customer loyalty program, offering its 31 million members a unique set of rewards and experiences. Forward-Looking Statements This press release contains 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the use of forward-looking terminology such as 'expects,' 'believes,' 'estimates,' 'projects,' 'intends,' 'plans,' 'goal,' 'seeks,' 'may,' 'will,' 'should,' 'look forward to,' or 'anticipates' or the negative or other variations of these or similar words, or by discussions of future events, strategies or risks and uncertainties. These statements are based upon management's current expectations, assumptions and estimates and are not guarantees of timing, future results, or performance. Therefore, you should not rely on any of these forward-looking statements as predictions of future events. Actual results may differ materially from those contemplated in these statements due to a variety of risks, uncertainties and other factors, including those factors described in the Company's filings with the U.S. Securities and Exchange Commission (the 'SEC'), including the Company's Annual Report on Form 10-K for the year ended December 31, 2023, subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Forward-looking statements speak only as of the date they are made and, except for the Company's ongoing obligations under the U.S. federal securities laws, the Company undertakes no obligation to publicly update any forward-looking statements whether as a result of new information, future events or otherwise. Important Additional Information Regarding Proxy Solicitation PENN intends to file a proxy statement and WHITE proxy card with the SEC in connection with the solicitation of proxies for the Company's 2025 Annual Meeting of shareholders (the 'Proxy Statement' and such meeting, the '2025 Annual Meeting'). The Company, its directors and certain of its executive officers will be deemed participants in the solicitation of proxies from shareholders in respect of the 2025 Annual Meeting. Information regarding the names of the Company's directors and executive officers and their respective interests in the Company by security holdings or otherwise is set forth in the Company's proxy statement for the 2024 Annual Meeting of shareholders, filed with the SEC on April 23, 2024 (the '2024 Proxy Statement'), which is available at including under the headings 'Proposal 1: Election of Class I Directors,' 'Corporate Governance Matters,' 'Director Compensation,' 'Security Ownership of Certain Beneficial Owners and Management,' 'Executive Compensation,' 'Compensation Tables and Arrangements' and 'Pay Versus Performance.' To the extent holdings of such participants in the Company's securities have changed since the amounts described in the 2024 Proxy Statement, such changes have been reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC, by David A. Handler on May 8, 2024, by Felicia Hendrix on May 8, 2024, by Anuj Dhanda on May 8, 2024, by David A. Handler on May 31, 2024, by Jay A. Snowden on September 3, 2024, by Anuj Dhanda on September 9, 2024, by David A. Handler on September 12, 2024, by Barbara Shattuck Kohn on January 7, 2025, by Christopher Rogers on January 7, 2025, by David A. Handler on January 7, 2025, by Anuj Dhanda on January 7, 2025, by Marla Kaplowitz on January 7, 2025, by Felicia Hendrix on January 7, 2025, by Ronald J. Naples on January 7, 2025, by Jane Scaccetti on January 7, 2025, by Todd George on January 7, 2025, by Jay A. Snowden on January 7, 2025, by Vimla Black Gupta on January 7, 2025 and by Saul Reibstein on January 7, 2025. Additional information can also be found in the Company's Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 22, 2024, which is available at Details concerning the nominees of the Company's Board of Directors for election at the 2025 Annual Meeting will be included in the Proxy Statement. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SHAREHOLDERS OF THE COMPANY ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH OR FURNISHED TO THE SEC, INCLUDING THE COMPANY'S DEFINITIVE PROXY STATEMENT AND ANY AMENDMENTS AND SUPPLEMENTS THERETO, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. These documents, including the definitive Proxy Statement (and any amendments or supplements thereto) and other documents filed by the Company with the SEC, will be available for no charge at the SEC's website at and at the Company's investor relations website at . Joseph N. Jaffoni, Richard Land JCIR 212-835-8500 [email protected]: Matt Sherman / Aura Reinhard / Sophie Throsby / Maeve Barbour Joele Frank, Wilkinson Brimmer Katcher 212-355-4449 SOURCE: PENN Entertainment, Inc. Copyright Business Wire 2025. PUB: 01/29/2025 06:06 PM/DISC: 01/29/2025 06:07 PM
