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Pinnacle Entertainment Approved to Acquire Ameristar Casinos

PRESS RELEASE

June 06, 2013

Pinnacle Entertainment announced today that the Iowa Racing and Gaming Commission unanimously approved the Company's proposed acquisition of Ameristar Casinos. Completion of the transaction remains subject to the receipt of additional required regulatory approvals and customary closing conditions.

"We thank the Iowa Racing and Gaming Commission for diligently and expeditiously approving our proposed acquisition of Ameristar Casinos, and look forward to welcoming Ameristar's terrific gaming entertainment property in Council Bluffs, Iowa into the Pinnacle Entertainment family in the near future," said Anthony Sanfilippo, Chief Executive Officer of Pinnacle Entertainment. "With both Iowa and Nevada approvals now behind us, we continue to work to obtain Federal Trade Commission and remaining state gaming regulatory agency clearances necessary to complete the transaction. We expect to close the transaction in the 2013 third quarter," Mr. Sanfilippo continued.

About Pinnacle Entertainment

Pinnacle Entertainment, Inc. owns and operates seven casinos, located in Louisiana, Missouri, and Indiana, and a racetrack in Ohio. In addition, Pinnacle is redeveloping River Downs in Cincinnati, Ohio into a gaming entertainment facility, owns a minority interest in Asian Coast Development (Canada) Ltd., an international development and real estate company currently developing Vietnam's first large-scale integrated resort on the Ho Tram Strip, and holds a majority interest in the racing license owner, as well as a management contract, for Retama Park Racetrack outside of San Antonio, Texas.

On December 20, 2012, Pinnacle agreed to acquire Ameristar Casinos, Inc. in an all cash transaction valued at $26.50 per Ameristar share or total consideration of $2.8 billion including assumed debt. Ameristar owns and operates casino facilities in St. Charles near St. Louis, Mo.; Kansas City, Mo.; Council Bluffs, Iowa; Black Hawk, Colo.; Vicksburg, Miss.; East Chicago, Ind.; and the Jackpot properties in Jackpot, Nev.

Important Information Regarding Forward-Looking Statements

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on Pinnacle's current expectations and are subject to uncertainty and changes in circumstances. These forward-looking statements include, among others, statements regarding the completion of the transaction. There is no assurance that the potential transaction will be consummated, and there are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include (a) the timing to consummate a potential transaction between Pinnacle and Ameristar may be delayed based on circumstances beyond Pinnacle's control, including the ability of Pinnacle to come to a resolution with the FTC; (b) the ability and timing to obtain required regulatory approvals (including approval from gaming regulators other than Iowa and Nevada) and satisfy or waive other closing conditions; (c) the possibility that the merger does not close when expected or at all, or that the companies may be required to modify aspects of the merger to achieve regulatory approval; (d) the requirement to satisfy closing conditions to the merger as set forth in the merger agreement; (e) Pinnacle's ability to obtain financing on the terms expected, or at all; and (f) the risk factors disclosed in Pinnacle's most recent Annual Report on Form 10-K, which Pinnacle filed with the Securities and Exchange Commission on March 1, 2013 and in all reports on Forms 10-K, 10-Q and 8-K filed with the Securities and Exchange Commission by Pinnacle subsequent to the filing of the Form 10-K for the year ended December 31, 2012. Forward-looking statements reflect Pinnacle's analysis as of the date of this press release. Pinnacle does not undertake to revise these statements to reflect subsequent developments, except as required under the federal securities laws. Readers are cautioned not to place undue reliance on any of these forward-looking statements.

Return to Iowa Casinos.


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