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Columbia Entertainment Pleased by Aztar Board's Determination That Its $54 Per Share All-Cash Offer is Superior to Pinnacle Agreement.


FORT MITCHELL Fort Mitchell may refer to:
  • Fort Mitchell, Kentucky
  • Fort Mitchell, Alabama
, Ky. -- Columbia Entertainment, the gaming affiliate of Columbia Sussex Corporation, today issued the following statement regarding the announcement by Aztar Corporation (NYSE NYSE

See: New York Stock Exchange
: AZR AZR Azureus (BitTorrent client)
AZR assign zone restriction lists (US DoD) 
) that its Board of Directors has determined that Columbia's $54 per share all-cash offer for all outstanding Aztar shares, with commensurate payments to holders of Aztar's Series B preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders.

Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate.
, is superior to Aztar's previously announced merger agreement with Pinnacle Entertainment, Inc. (NYSE: PNK PNK Polynucleotide Kinase
PNK Pontianak, Indonesia - Supadio (Airport Code)
PNK Prozessnahe Komponente (German) 
):

Columbia Entertainment's fully financed offer exceeds the value of Aztar's agreement to be acquired by Pinnacle for $47.00 per share in cash and Pinnacle shares that it values at $4.00 per share. Columbia Entertainment's definitive offer includes a fully executed merger agreement backed by a firm commitment from Credit Suisse to provide $2.97 billion in debt financing Debt Financing

When a firm raises money for working capital or capital expenditures by selling bonds, bills, or notes to individual and/or institutional investors. In return for lending the money, the individuals or institutions become creditors and receive a promise to repay
.

"We are pleased that the Aztar Board has recognized the superior value in our $54 per share all-cash, fully financed offer," said William J. Yung III, President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board.  of Columbia Sussex. "We have a strong acquisition track record, having successfully closed 36 transactions in the last five years, including seven gaming acquisitions, and we are confident in our ability to obtain all necessary approvals to close this acquisition in a timely fashion. Columbia is a proven operator, and we see tremendous value in these assets, which complement our strong portfolio of gaming and branded hotel properties."

To underscore its confidence in its ability to close the transaction, Columbia has made a deposit of $313 million, payable to Aztar in certain circumstances (including failure to obtain regulatory approval), if a merger agreement is terminated. In addition, Columbia has agreed to increase the purchase price at a rate of $0.00888 per day per Aztar common share beginning six months from the signing of a merger agreement if closing is delayed because all required regulatory approvals have not been received by that date. The additional daily payment would increase to $0.01184 per Aztar common share nine months after signing of a merger agreement if the transaction has not closed by that date.

Columbia obtained its first gaming license in 1990 and has been licensed and re-licensed numerous times in Nevada, Louisiana and Mississippi. If a merger agreement is executed, Columbia will seek and expects to receive gaming licenses in New Jersey and Indiana. It will work with Aztar to divest the Casino Aztar riverboat casino in Caruthersville, MO prior to closing the transaction.

Banc of America Securities is acting as financial advisor to Columbia Entertainment, and Credit Suisse is providing the debt financing. Katz, Teller, Brant brant or brant goose, common name for a species of wild sea goose. The American brant, Branta bernicla, breeds in the Arctic and winters along the Atlantic coast.  & Hild and Milbank, Tweed, Hadley & McCloy LLP LLP - Lower Layer Protocol  are acting as legal advisors.

About Columbia Sussex Corporation

Columbia Sussex Corporation and its Columbia Entertainment gaming affiliate are among the largest privately held owners, developers and operators of hotel properties and casinos in the world. Columbia Sussex is the largest licensee of full-service Marriott Hotels in the U.S., and the Company and its affiliates own a total of 83 hotels and 7 casinos with approximately 27,000 rooms, including Marriott, Hilton, Westin, Sheraton, Renaissance and Doubletree branded properties across the United States, Canada and the Caribbean. Founded in 1972, the Company is led by William J. Yung III and owned by Mr. Yung and the Yung family. Columbia Sussex Corporation and Columbia Entertainment are headquartered in Fort Mitchell, Kentucky Fort Mitchell is a city in Kenton County, Kentucky, United States. The population was 8,089 at the 2000 census. Geography
Fort Mitchell is located at  (39.047221, -84.559993)GR1.
 and have more than 18,000 employees worldwide.
COPYRIGHT 2006 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2006, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Comment:Columbia Entertainment Pleased by Aztar Board's Determination That Its $54 Per Share All-Cash Offer is Superior to Pinnacle Agreement.
Publication:Business Wire
Geographic Code:1USA
Date:May 16, 2006
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