Penn National Gaming Closes on $1 Billion Expansion of Senior Secured Credit Facilities

  Penn National Gaming Closes on $1 Billion Expansion of Senior Secured Credit

- Revolver Expanded by $85 Million, Term Loan A Expanded by $400 Million, and
                    Term Loan B Expanded by $515 Million -

Business Wire

WYOMISSING, Pa. -- November 03, 2012

Penn National Gaming, Inc. (PENN: Nasdaq) announced today that it expanded its
existing secured $2.15 billion of senior secured credit facilities by $1
billion. Under the original terms of the senior secured credit facilities
entered into in July 2011, Penn National had the option to increase the
amounts of the facilities at prevailing market rates, subject to obtaining
commitments from lenders, pro forma compliance with financial covenants and
other customary conditions.

The expanded credit facilities include:

  *An $85 million expansion to the existing $700 million revolving credit
    facility due July 2016;
  *A $400 million expansion to the existing $700 million five year Term Loan
    A due July 2016; and,
  *A $515 million expansion to the existing $750 million Term Loan B due July

The expanded portions of the credit facilities incur no pre-payment penalties
and were issued with no origination discount while substantially all of the
other terms of the original credit facilities apply to the expanded revolver,
Term Loan A and Term Loan B and the credit facilities and continue to allow
for debt and equity repurchases.

Penn National is using $610 million of borrowings under the Term Loan A and
Term Loan B expansions to fund its acquisition of the Harrah’s St. Louis
gaming and lodging facility which it completed November 2 with remaining
proceeds from the Term Loan A and Term Loan B expansions used to repay
borrowings under the existing revolving credit facility and other general
corporate purposes.

William J. Clifford, Chief Financial Officer of Penn National Gaming
commented, “We are appreciative of our lead banks and participating banks for
the confidence expressed in Penn National’s financial strength, liquidity and
growing cash flows. An expansion was contemplated when we entered into the new
credit facilities last year and we remain focused on actively and
conservatively managing our capital structure to provide the financial
flexibility to support our near- and long-term growth initiatives. Our
conservative capital structure, including the credit facility expansions,
positions Penn National with one of the most attractive costs of capital in
the gaming industry which has allowed us to complete acquisitions such as
Harrah’s St. Louis in an accretive manner. Furthermore, our leverage ratios
remain well below industry averages and we continue to ensure that the Company
has access to capital at rates which allow us to pursue a diverse range of
opportunities to enhance shareholder value. With the opening this year of
three new casinos and the addition of Harrah’s St. Louis, we will further
diversify and expand our free cash flow allowing us to maintain attractive
leverage ratios and high levels of liquidity.”

Bank of America, N.A., Wells Fargo Securities, LLC, Commerzbank AG, New York
and Grand Cayman Branches, Fifth Third Bank, Merrill Lynch, Pierce, Fenner &
Smith Incorporated, RBS Securities Inc., and UBS Securities LLC acted as joint
lead arrangers and bookrunners.

About Penn National Gaming

Penn National Gaming owns, operates or has ownership interests in gaming and
racing facilities with a focus on slot machine entertainment. The company
presently operates twenty-nine facilities in nineteen jurisdictions, including
Colorado, Florida, Illinois, Indiana, Iowa, Kansas, Louisiana, Maine,
Maryland, Mississippi, Missouri, Nevada, New Jersey, New Mexico, Ohio,
Pennsylvania, Texas, West Virginia, and Ontario. In aggregate, Penn National's
operated facilities currently feature approximately 36,800 gaming machines,
approximately 850 table games, 2,900 hotel rooms and approximately 1.6 million
square feet of gaming floor space.

Forward-looking Statements

This press release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. Actual results may vary
materially from expectations. Although Penn National Gaming, Inc. and its
subsidiaries (collectively, the “Company”) believe that our expectations are
based on reasonable assumptions within the bounds of our knowledge of our
business and operations, there can be no assurance that actual results will
not differ materially from our expectations. Meaningful factors that could
cause actual results to differ from expectations include, but are not limited
to, risks related to the following: our ability to successfully integrate
Harrah’s St. Louis into our existing business and achieve the expected returns
from such business; the passage of state, federal or local legislation
(including referenda) that would expand, restrict, further tax, prevent or
negatively impact operations in or adjacent to the jurisdictions in which we
do or seek to do business (such as a smoking ban at any of our facilities);
the effects of local and national economic, credit, capital market, housing,
and energy conditions on the economy in general and on the gaming and lodging
industries in particular; the activities of our competitors and the emergence
of new competitors (traditional and internet based); increases in any form of
taxation at any of our properties or at the corporate level; changes in
accounting standards; our dependence on key personnel; the impact of terrorism
and other international hostilities; the impact of weather; and other factors
as discussed in the Company’s Annual Report on Form 10-K for the year ended
December 31, 2011, subsequent Quarterly Reports on Form 10-Q and Current
Reports on Form 8-K as filed with the SEC. The Company does not intend to
update publicly any forward-looking statements except as required by law.


Penn National Gaming, Inc.
William J. Clifford, Chief Financial Officer, 610/373-2400
Joseph N. Jaffoni, Richard Land, 212/835-8500
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