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Pinnacle Entertainment Reports 2012 Fourth Quarter and Record Full Year Results



Pinnacle Entertainment Reports 2012 Fourth Quarter and Record Full Year
Results

LAS VEGAS, Feb. 13, 2013 (GLOBE NEWSWIRE) -- Pinnacle Entertainment, Inc.
(NYSE:PNK) today reported financial results for the fourth quarter ended
December 31, 2012.

2012 Fourth Quarter and Full Year Financial Highlights:

  * 2012 full year revenues increased $55.9 million or 4.9% year over year to
    a record $1,197.1 million, and Consolidated Adjusted EBITDA increased
    $33.0 million or 13.1% year over year to a record $285.2 million. The
    L'Auberge Lake Charles and St. Louis segments achieved record revenue,
    Adjusted EBITDA and Adjusted EBITDA margin in 2012.
  * 2012 fourth quarter revenues increased $25.8 million or 9.4% year over
    year to $301.6 million, and Consolidated Adjusted EBITDA increased $1.1
    million or 1.7% year over year to $63.3 million.
  * Abnormally low table games hold percentage at the Company's Louisiana
    properties negatively affected Consolidated Adjusted EBITDA in the 2012
    fourth quarter. Management estimates Consolidated Adjusted EBITDA would
    have been $3.4 million higher had table game hold at these properties been
    at normal levels.
  * Loss from continuing operations was $42.0 million versus income of $17.7
    million in the prior year period, principally as a result of higher
    depreciation and interest expense from the opening of L'Auberge Baton
    Rouge and $40.6 million of one-time items (described below).
  * The Company recorded $40.6 million of charges in the 2012 fourth quarter,
    including: a non-cash write down of approximately $25 million related to
    its ACDL investment (included in Loss on equity method investment), a
    $10.2 million charge related to its St. Louis redevelopment agreement
    (included in Write-downs, reserves and recoveries, net) that reflects the
    aggregate impact of cash and land donation commitments made by the Company
    for various projects in St. Louis, and accelerated depreciation expense of
    $4.7 million stemming from the demolition of the grandstand and related
    facilities at River Downs (included in Depreciation and amortization).
  * Adjusted income per share, which normalizes for the effect of one-time
    items, was $0.03 in the 2012 fourth quarter versus $0.25 in the prior year
    period and a record $0.99 in the full year 2012 versus $0.69 in the prior
    year period. GAAP net loss per share was $0.72 in the 2012 fourth quarter
    versus income per share of $0.40 in the prior year period.
  * In 2012, the Company repurchased 4.4 million shares of stock for $51
    million under its $100 million repurchase program, representing an
    approximate 7% reduction in its diluted share count. Upon announcing the
    proposed acquisition of Ameristar, the Company suspended share repurchase
    activity.

Additional Highlights:

  * On December 20, 2012, the Company entered into an agreement to acquire
    Ameristar Casinos, Inc. in an all cash transaction valued at $26.50 per
    Ameristar share.
  * The Company entered into a definitive agreement to dispose of its land
    holdings in Atlantic City for total consideration of approximately $30.6
    million, subject to a financing contingency. The transaction is expected
    to close by the end of the 2013 first quarter.
  * On January 29, 2013, the Company completed the previously announced
    acquisition of a majority interest in the racing license holder for Retama
    Park Racetrack.

In the 2012 fourth quarter, revenues increased 9.4% or $25.8 million year over
year to $301.6 million. Consolidated Adjusted EBITDA increased $1.1 million or
1.7% year over year to $63.3 million. Consolidated Adjusted EBITDA margin
decreased 158 basis points year over year to 21.0%, principally due to
L'Auberge Baton Rouge still being in its operational ramp up period. On a same
store basis, Consolidated Adjusted EBITDA margin was essentially unchanged
year over year at 22.5%.

Operating income was $11.9 million in the 2012 fourth quarter versus $37.1
million in the prior year period. Loss from continuing operations was $42.0
million in the 2012 fourth quarter versus income of $17.7 million in the prior
year period. The year over year decrease in both Operating income and Income
from continuing operations was driven principally by increased depreciation
and amortization associated with the opening of L'Auberge Baton Rouge,
accelerated River Downs depreciation, and the St. Louis redevelopment
agreement charge. Income from continuing operations was further impacted by
the non-cash write-down of the Company's investment in ACDL and by increased
interest expense from the financing completed in March 2012 and due to the
opening of L'Auberge Baton Rouge, as the Company was capitalizing interest
expense on its investment while the property was under construction in the
prior year period.

Adjusted income per share, which normalizes for the effect of non-recurring
and one-time items in both periods, was $0.03 in the 2012 fourth quarter
versus $0.25 in the prior year period. Adjusted income per share was a record
$0.99 in the full year 2012 versus $0.69 in the prior year period. GAAP net
loss per share was $0.72 in the 2012 fourth quarter versus income per share of
$0.40 in the prior year period.

Summary of Fourth Quarter Financial Results
($ in thousands, except per share       Three Months Ended
data)                                   December 31,
                                        2012                 2011
Net revenues                            $301,624             $275,785
Consolidated Adjusted EBITDA (1)        $63,308              $62,237
Consolidated Adjusted EBITDA margin (1) 21.0%                22.6%
Income (loss) from continuing           $(42,013)            $17,689
operations
Income (loss) from continuing           (13.9)%              6.4%
operations margin
Operating income (2)                    $11,859              $37,071
GAAP net income (loss) (3)              $(42,396)            $24,968
GAAP net income (loss) per share (3)    $(0.72)              $0.40
Adjusted income per share (1)           $0.03                $0.25
                                                              
(1) For a further description of Consolidated Adjusted EBITDA, Consolidated
Adjusted EBITDA margin, and Adjusted income per share please see the section
entitled "Non-GAAP Financial Measures" and the reconciliations below.
(2) Operating income in the 2012 fourth quarter includes $3.1 million in
pre-opening and development costs versus $1.6 million in the prior year
period, and a $10.9 million net negative impact related to write-downs,
reserves and recoveries versus a benefit of $3.8 million in the prior year
period.
(3) GAAP net (loss) and GAAP net (loss) per share in the 2012 fourth quarter
include a loss of $0.4 million, or $0.01 per share, net of taxes, from
discontinued operations. GAAP net income and GAAP net income per share in the
2011 fourth quarter include a gain of $7.3 million, or $0.12 per share, net of
taxes, from discontinued operations.

Anthony Sanfilippo, President and Chief Executive Officer of Pinnacle
Entertainment, commented, "2012 was another year of significant operational,
financial and strategic accomplishments for Pinnacle Entertainment and we are
very pleased with the progress made by our Company in the year.

"We continued to execute on revenue growth and operational improvement
initiatives in 2012, with revenues increasing 4.9% to a record $1.2 billion,
Consolidated Adjusted EBITDA up 13.1% to a record $285.2 million and our
margins expanding 173 basis points, also to record levels. Lake Charles and
St. Louis were key drivers behind this performance, with each segment
generating record annual revenues, Adjusted EBITDA and Adjusted EBITDA margin
in 2012. The strong operating results we delivered in 2012 came in spite of
abnormally low table hold across our Louisiana properties and a general
softening in business volumes our industry began to experience during the
fourth quarter. 

"We also made progress in advancing several key financial, growth, and
strategic initiatives in 2012," Mr. Sanfilippo added. "We successfully
implemented a share repurchase program in 2012, with which we reduced our
shares outstanding by approximately 7% at an average cost of $11.66 per
share. The share repurchases demonstrate our conviction in the Company's
future prospects and underscores our view on the intrinsic value of our
assets.

"We achieved a successful opening of our new L'Auberge Baton Rouge property in
September 2012. We are encouraged by the early performance of L'Auberge Baton
Rouge, including its gaming volumes, strong cash non-gaming revenues, and
market awareness growing with an over 100,000 strong mychoice member
base. Looking forward, we are optimistic for the prospects in Baton Rouge and
are focused on increasing regional awareness for the property, growing the
high end business, and increasing the marketing and operational efficiency of
the property.

"In December 2012, we advanced a key strategic goal of Pinnacle Entertainment
with the announcement of our proposed acquisition of Ameristar Casinos. The
combination of these two great companies would double the size of Pinnacle
Entertainment in almost every operational measure, and would provide the
combined companies with significantly enhanced scale, broader diversification,
and the opportunity to extract efficiencies and synergies by combining the
operations. We look forward to bringing this transaction to successful
completion in the second or third quarter of this year.  

"As we move further into 2013, we look to build on our record 2012 performance
and remain focused on increasing shareholder value. We are vigilant on
maximizing the financial performance of our assets, and will continue to
target profitable revenue growth and improved operational efficiency across
our portfolio. We will also remain focused on executing the remaining projects
in our growth pipeline in 2013, and will work diligently to bring the
Ameristar transaction to successful completion and to achieve a seamless
integration. We believe 2013 will be another year of significant growth for
our Company."

2012 Fourth Quarter and Full Year Operational Overview

L'Auberge Lake Charles 2012 fourth quarter revenues decreased $5.7 million or
6.1% year over year to $86.6 million, while Adjusted EBITDA decreased $0.5
million or 2.2% year over year to $23.8 million. Adjusted EBITDA margin at the
property increased 109 basis points year over year to 27.5%. 2012 fourth
quarter revenue and EBITDA performance was negatively impacted by abnormally
low table games hold percentage, offset by an improvement in cash non-gaming
revenues, efficient marketing, and operating expense discipline. In addition,
the property began an extensive room remodeling program in the quarter, which
displaced approximately 3,300 room nights. The property anticipates completing
the first phase of its room renovation program in the first half of 2013.

For the full year 2012, L'Auberge Lake Charles revenues increased 2.3% to
$383.9 million and Adjusted EBITDA was a record $115.5 million, up $11.5
million or 11.1% year over year. Adjusted EBITDA margin increased 239 basis
points year over year to 30.1% for the full year 2012, also a record for the
segment.

On L'Auberge Lake Charles' performance, Mr. Sanfilippo commented, "L'Auberge
Lake Charles experienced challenging table game hold in the 2012 fourth
quarter, which was a key driver of the decline in its revenue and negatively
affected its EBITDA production. The team members in Lake Charles continue to
do a great job in managing the property's expense structure and marketing
efficiency, which drove year over year margin expansion. Further, significant
progress was made in advancing other key initiatives at the property,
including growth of cash non-gaming revenue in almost every category and
progress on its room remodeling program."

In the St. Louis segment, revenue for the 2012 fourth quarter increased $0.7
million or 0.8% year over year to $94.3 million. Adjusted EBITDA declined $0.8
million or 3.6% year over year to $22.4 million. Adjusted EBITDA margin in St.
Louis decreased 109 basis points year over year to 23.8% in the 2012 fourth
quarter. For the full year 2012, St. Louis revenues increased 3.0% to a record
$393.5 million and Adjusted EBITDA was a record $98.7 million, up $12.2
million or 14.1% year over year. Adjusted EBITDA margin increased 243 basis
points year over year to 25.1% for the full year 2012, also a record for the
segment.

Due to the displacement of parking spaces, River City in St. Louis experienced
construction disruption during 2012, which was most acute during peak
operational periods. The disruption reached its height during the 2012 third
and fourth quarters with the concurrent construction of the hotel, garage, and
event center elements of its expansion project. Pressure on parking capacity
was partially alleviated with the opening of the parking garage in November
2012, which has driven improved visitation during peak operational periods,
however, construction of the hotel and event center are still ongoing and are
slated for completion in phases in 2013 and could continue to disrupt the
property.

Belterra's fourth quarter 2012 revenues declined $1.5 million or 4.0% year
over year to $35.9 million, while Adjusted EBITDA decreased $0.9 million or
14.2% year over year to $5.7 million. Adjusted EBITDA margin decreased 187
basis points year over year to 15.8%. The year over year decline in Belterra's
2012 fourth quarter Adjusted EBITDA was driven principally by lower gaming
volumes and temporarily elevated repair and maintenance operating
expenses. For the full year 2012, Belterra revenues increased 1.0% to $156.3
million and Adjusted EBITDA was $32.0 million, up $3.5 million or 12.2% year
over year. Adjusted EBITDA margin increased 204 basis points year over year to
20.5% for the full year 2012.

Boomtown New Orleans revenues declined $1.6 million or 5.2% year over year to
$29.5 million in the 2012 fourth quarter, while Adjusted EBITDA declined $1.4
million or 13.4% to $9.3 million. Adjusted EBITDA margin at the property was
down 298 basis points year over year to 31.4% in the 2012 fourth quarter. The
year over year decline in Boomtown New Orleans' 2012 fourth quarter Adjusted
EBITDA was driven principally by lower gaming volumes. For the full year 2012,
Boomtown New Orleans revenues decreased 8.7% to $122.1 million and Adjusted
EBITDA was $38.0 million, down $7.0 million or 15.5% year over year. Adjusted
EBITDA margin decreased 252 basis points year over year to 31.1% for the full
year 2012.

Continuing on the performance of Boomtown New Orleans, Mr. Sanfilippo added,
"Boomtown New Orleans did not perform up to its potential in 2012, and to help
address this, changes were implemented during the fourth quarter to stabilize
the property's operating performance and position it to improve its results in
the coming quarters."

Boomtown Bossier City revenues declined $1.4 million or 7.0% year over year to
$18.2 million in the 2012 fourth quarter, while Adjusted EBITDA decreased $0.7
million or 16.4% to $3.5 million. Adjusted EBITDA margin at the property was
down 218 basis points year over year to 19.3% in the 2012 fourth quarter,
principally as a result of abnormally low table games hold percentage. For the
full year 2012, Boomtown Bossier City revenues decreased 4.7% to $81.0 million
and Adjusted EBITDA was $18.3 million, down $0.5 million or 2.7% year over
year. Adjusted EBITDA margin increased 46 basis points year over year to 22.6%
for the full year 2012.

L'Auberge Baton Rouge revenue was $34.9 million in its first full quarter of
operation, while Adjusted EBITDA was $3.4 million. Adjusted EBITDA margin was
9.7% in the 2012 fourth quarter. The Company expects L'Auberge Baton Rouge to
continue to ramp up its operations and rationalize its operating expense
structure in 2013.

Corporate overhead expenses declined $2.0 million or 31.1% year over year to
$4.4 million in the 2012 fourth quarter. For the full year 2012, Corporate
overhead expenses declined $8.1 million or 28.4% year over year. The reduction
in 2012 fourth quarter and full year 2012 corporate overhead expense was
driven principally by efforts to eliminate non-value added expenses at the
Company's Las Vegas headquarters, as well as a ramp up of cost savings and
property allocations related to the Company's shared service centers
supporting its properties in the Midwest and Louisiana.

Ameristar transaction; Construction on Remaining Pipeline Projects to Commence

Carlos Ruisanchez, Executive Vice President and Chief Financial Officer of
Pinnacle Entertainment, commented, "In December, we announced a transformative
transaction in the proposed acquisition of Ameristar Casinos. We are excited
about the prospects and opportunities this unique combination creates and what
our combined companies will be able to accomplish once we close the
transaction and complete the integration process.

"We continue to make progress on redeveloping River Downs into a gaming
entertainment center. Demolition of the existing grandstand and related
facilities is nearing completion and we plan to commence construction of the
new gaming entertainment center by the end of the first quarter of 2013. Our
plans call for the property to comprise approximately 1,600 video lottery
terminals, four food and beverage outlets, a VIP lounge, over 2,000 parking
spaces, and new racing facilities. As previously disclosed, the project is
expected to cost $209 million, excluding license fees, original acquisition
costs and capitalized interest, and we plan to open the facility in the second
quarter of 2014.

"The expansion of River City in St. Louis remains on budget and is ahead of
schedule. The project reached a significant milestone during the fourth
quarter with the opening of a 1,600 space enclosed parking structure on
November 21, 2012. In addition, significant progress has been made on
construction of the hotel and multi-purpose event center elements of this
project. We expect the event center to open in the second quarter of 2013 and
the 204-room hotel to commence operations by the Fall. The opening of the
garage has alleviated pressure on parking availability at the property, and we
look forward to the hotel and event center rounding out River City's amenity
set as those elements come online in 2013. $38 million of the $82 million
budgeted for this project had been incurred through the end of the 2012 fourth
quarter.

"In New Orleans, we are preparing to commence construction of a $20 million,
150-room hotel, with ground breaking targeted this month. We expect the hotel
to open in the first half of 2014."

ACDL continues to make significant progress constructing Phase A1 of MGM Grand
Ho Tram Beach, with the hotel, casino and resort elements of the project
substantially complete. In addition, construction has commenced on the second
hotel tower of the MGM Grand Ho Tram Beach and continued progress has been
made on construction of the 18-hole Greg Norman designed golf course.

As previously disclosed, ACDL advised the Company in November 2012 that
certain issues had arisen with respect to the funding of Phase A1 for MGM
Grand Ho Tram Beach. ACDL is reliant upon a $175 million credit facility from
a syndicate of Vietnamese banks to fund this first phase of the first resort
of its Ho Tram Strip resort project. The banks have suspended funding under
the credit facility until the amendment to the investment certificate, now
pending before the Vietnamese Government, has been granted. ACDL is currently
preparing the resort for operations. However, the opening of the resort for
operations is subject to receiving an amended investment certificate, the
resumption of funding by its lenders, a working capital facility, and
depending on the length of the delay, additional capital to fund interim
operations. 

ACDL completed an additional $30 million capital raise in December, in which
the Company did not participate. As a result, the Company's equity stake in
ACDL is approximately 24%, assuming conversion of all preferred stock,
exercise of all warrants and exercise of certain options. The Company retained
an option to invest its pro-rata share of the $30 million capital raise, which
would offset the dilution it incurred if exercised.

ACDL has been expecting to open the first phase of the MGM Grand Ho Tram in
the first quarter of 2013. While the application for the amendment is
progressing through the government review and approval process, it is taking
longer than expected. While it may be possible to open the facility in the
first quarter, the amendment of the investment certificate has not been
completed as of the date of this release. In accordance with GAAP, and in
consideration of the uncertainty surrounding the timing of the amendment of
the investment certificate, related risks associated with such amendment,
reinstatement of funding under ACDL's current credit facility, the subsequent
working capital financing needs, the Company recorded a non-cash write down of
the carrying value of its investment in ACDL of approximately $25
million. Should the delay in obtaining the amendment and the resumption of
funding by ACDL's lenders continue for a prolonged period of time, additional
write-downs of the Company's investment in ACDL may be required.

Liquidity and Capital Expenditures

At December 31, 2012 the Company had approximately $101.8 million in cash and
cash equivalents, an estimated $70.0 million of which is used in day-to-day
operations. As of the end of the 2012 fourth quarter, the Company's $410
million revolving credit facility was undrawn and approximately $8.6 million
of letters of credit were outstanding.

Capital expenditures totaled approximately $45.4 million during the 2012
fourth quarter. Cash expenditures, including the settlement of prior period
payables, totaled $16.2 million for L'Auberge Baton Rouge and $13.4 million
for the River City expansion in the 2012 fourth quarter. Excluding land and
capitalized interest costs, approximately $38 million of the $82 million
budget for the River City expansion project has been incurred.

During 2013, the Company expects to spend between $60 million and $70 million
on capital expenditures associated with its existing operating properties and
corporate initiatives. The upper bound of this range is dependent upon the
timing of phased hotel room refresh programs and the renovation of certain
food and beverage outlets at select assets in the portfolio. The Company
expects to incur between $160 million and $170 million on expansion capital
expenditures during 2013, comprising the River Downs redevelopment, the River
City expansion and New Orleans hotel construction.  The Company expects to
fund capital expenditures utilizing internally generated cash flow and
drawings on its revolving credit facility. These figures do not include
expenditures related to Ameristar properties or initiatives.

Interest Expense

Gross interest expense before capitalized interest was $29.1 million in the
2012 fourth quarter versus $24.8 million in the prior year period. Capitalized
interest in the 2012 fourth quarter was $2.6 million versus $5.1 million in
the prior year period. Other non-operating income was $0.3 million in the 2012
fourth quarter and $0.1 million in the prior year period. The decrease in
capitalized interest in the 2012 fourth quarter is attributable to the Company
ceasing interest expense capitalization on L'Auberge Baton Rouge in August
2012. In the 2012 fourth quarter, the Company capitalized interest expense on
its expenditures related to the River City expansion, as well as its
investment in ACDL.

Discontinued Operations

Discontinued operations consist of the Company's Atlantic City, New Jersey
land and Reno excess land; its former Boomtown Reno operations; its former
President Riverboat Casino in St. Louis, Missouri; its former Casino Magic
Argentina operations; its former Casino Magic Biloxi, Mississippi operations;
and its former Bahamian operations. For the three months ended December 31,
2012, the Company recorded a loss of $0.4 million, net of income taxes,
related to its discontinued operations versus income of $7.3 million in the
prior year period.

Pending Acquisition of Ameristar Casinos, Inc.

As previously announced, on December 20, 2012, Pinnacle Entertainment entered
into an agreement to acquire Ameristar Casinos, Inc., pursuant to which
Pinnacle will acquire all of the outstanding common shares of Ameristar for
$26.50 per share in cash or $2.8 billion including assumed debt. The merger is
subject to customary closing conditions, required regulatory approvals and
approval by Ameristar's stockholders.

Ameristar and Pinnacle filed the required Hart-Scott-Rodino premerger
notification and report forms on January 11, 2013. Pinnacle has filed
applications for regulatory approvals as required under applicable gaming
laws. On February 1, 2013, Ameristar filed a preliminary proxy statement with
the Securities and Exchange Commission (SEC) relating to a special meeting of
Ameristar's stockholders to consider and approve the merger agreement. No
assurance can be given that the merger will be completed.

On February 11, 2013 the Company received a request for additional information
and documentary materials (a "Second Request") from the Federal Trade
Commission ("FTC") regarding its proposed acquisition of Ameristar. The
information request was issued under notification requirements of the
Hart-Scott-Rodino Antitrust Improvements Act of 1976 ("HSR Act").

The effect of the Second Request is to extend the waiting period imposed by
the HSR Act until 30 days after each Company has substantially complied with
the Second Request, unless that period is extended voluntarily by the
companies or terminated sooner by the FTC. Pinnacle Entertainment intends to
expeditiously respond to the information request and to continue to work
cooperatively with the FTC in connection with this review. Completion of the
transaction remains subject to the expiration or termination of the waiting
period under the HSR Act, customary closing conditions, approval by
Ameristar's stockholders, and required regulatory approvals. Pinnacle
continues to expect the transaction to close during the second or third
quarter of 2013.

Investor Conference Call

Pinnacle Entertainment will hold a conference call for investors today,
Wednesday, February 13, 2013, at 10:00 a.m. Eastern Time (7:00 a.m. Pacific
Time) to discuss its 2012 fourth quarter and full year financial and operating
results. Investors may listen to the call by dialing (706) 679-7241. The code
to access the conference call is 91178855. Investors may also listen to the
conference call live over the Internet at www.pnkinc.com.

A replay of the conference call will be available shortly after its conclusion
through February 27, 2013 by dialing (404) 537-3406. The code to access the
replay is 91178855. The conference call will also be available for replay at
www.pnkinc.com.

Non-GAAP Financial Measures

Consolidated Adjusted EBITDA, Consolidated Adjusted EBITDA margin, Adjusted
net income (loss), and Adjusted income (loss) per share are non-GAAP
measurements. The Company defines Consolidated Adjusted EBITDA as earnings
before interest income and expense, income taxes, depreciation, amortization,
pre-opening and development expenses, non-cash share-based compensation, asset
impairment costs, write-downs, reserves, recoveries, corporate-level
litigation settlement costs, gain (loss) on sale of certain assets, loss on
early extinguishment of debt, gain (loss) on sale of equity security
investments, minority interest and discontinued operations. The Company
defines Adjusted net income (loss) as net income (loss) before pre-opening and
development expenses, asset impairment costs, write-downs, reserves,
recoveries, corporate-level litigation settlement costs, gain (loss) on sale
of certain assets, accelerated depreciation expense associated with River
Downs, gain (loss) on early extinguishment of debt, minority interest and
discontinued operations. The Company defines Adjusted income (loss) per share
as Adjusted net income (loss) divided by the weighted-average number of shares
of the Company's common stock outstanding. The Company defines Consolidated
Adjusted EBITDA margin as Consolidated Adjusted EBITDA divided by revenues on
a consolidated basis. Not all of the aforementioned benefits and costs occur
in each reporting period, but have been included in the definition based on
historical activity.

The Company uses Consolidated Adjusted EBITDA and Consolidated Adjusted EBITDA
margin as relevant and useful measures to compare operating results between
accounting periods. The presentation of Consolidated Adjusted EBITDA has
economic substance because it is used by management as a performance measure
to analyze the performance of its business and is especially relevant in
evaluating large, long-lived casino-hotel projects because it provides a
perspective on the current effects of operating decisions separated from the
substantial, non-operational depreciation charges and financing costs of such
projects. Management eliminates the results from discontinued operations as
they are discontinued. Management also reviews pre-opening and development
expenses separately, as such expenses are also included in total project costs
when assessing budgets and project returns, and because such costs relate to
anticipated future revenues and income. Management believes some investors
consider Consolidated Adjusted EBITDA to be a useful measure in determining a
company's ability to service or incur indebtedness, service debt, and fund
capital expenditures, acquisitions and operations and for estimating a
company's underlying cash flows from operations before capital costs, taxes
and capital expenditures. These calculations are commonly used as a basis for
investors, analysts and credit rating agencies to evaluate and compare
operating performance and value of companies within our industry. 
Consolidated Adjusted EBITDA also approximates the measures used in the debt
covenants within the Company's debt agreements. Consolidated Adjusted EBITDA
does not include depreciation or interest expense and therefore does not
reflect current or future capital expenditures or the cost of capital. The
Company compensates for these limitations by using other comparative measures
to assist in the evaluation of operating performance.

Adjusted net income (loss) is presented solely as supplemental disclosure, as
this is one method that management reviews and uses to analyze the performance
of its core operating business. For many of the same reasons mentioned above
relating to Consolidated Adjusted EBITDA, management believes Adjusted net
income (loss) and Adjusted income (loss) per share are useful analytic tools
as they enable management to track the performance of its core casino
operating business separate and apart from factors that do not impact
decisions affecting its operating casino properties, such as impairments of
intangible assets or costs associated with the Company's development
activities. Management believes Adjusted net income (loss) and Adjusted income
(loss) per share are useful to investors since these adjustments provide a
measure of performance that more closely resembles widely used measures of
performance and valuation in the gaming industry. Adjusted net income (loss)
and Adjusted income (loss) per share do not include the costs of the Company's
development activities, certain asset sale gains, or the costs of its
refinancing activities, but the Company compensates for these limitations by
using other comparative measures to assist in evaluating the performance of
its business. 

EBITDA measures, such as Consolidated Adjusted EBITDA and Consolidated
Adjusted EBITDA margin, Adjusted net income (loss) and Adjusted income (loss)
per share are not calculated in the same manner by all companies and,
accordingly, may not be an appropriate measure of comparing performance among
different companies. See the attached "supplemental information" tables for a
reconciliation of Consolidated Adjusted EBITDA to Income (loss) from
continuing operations, a reconciliation of GAAP net income to Adjusted net
income (loss), a reconciliation of GAAP income (loss) per share to Adjusted
income (loss) per share and a reconciliation of Consolidated Adjusted EBITDA
margin to Income (loss) from continuing operations margin.

Definition of Adjusted EBITDA and Adjusted EBITDA Margin for Operating
Segments

The Company defines Adjusted EBITDA for each operating segment as earnings
before interest income and expense, income taxes, depreciation, amortization,
pre-opening and development expenses, non-cash share-based compensation, asset
impairment costs, write-downs, reserves, recoveries, gain (loss) on sale of
certain assets, gain (loss) on early extinguishment of debt, gain (loss) on
sale of discontinued operations, and discontinued operations. The Company
defines Adjusted EBITDA margin for each operating segment as Adjusted EBITDA
divided by revenues for such segment. The Company uses Adjusted EBITDA and
Adjusted EBITDA margin to compare operating results among its properties and
between accounting periods.

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 an approximate 24% equity stake in Asian Coast
Development (Canada) Ltd. (ACDL), assuming conversion of all preferred stock,
exercise of all warrants and exercise of certain options, 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, the Company 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.

The Pinnacle Entertainment, Inc. logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=13121

All statements included in this press release, other than historical
information or statements of historical fact, are "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. These forward-looking statements,
including statements regarding the Company's future operating performance;
future growth; ability to implement strategies to improve revenues and
operating margins at the Company's properties; the Company's share repurchase
authorization and timing and ability to repurchase shares of the Company's
common stock under a share repurchase program; the transaction between the
Company and Ameristar and the timing and ability to close the transaction with
Ameristar; the expected synergies and benefits of a potential combination of
the Company and Ameristar, including the expected accretive effect of the
merger on the Company's financial results and profit, the anticipated benefits
of geographic diversity that would result from the merger and the expected
results of Ameristar's gaming properties, prospective performance and
opportunities; the Company's ability to successfully implement marketing
programs to increase revenue at the Company's properties; the Company's
ability to achieve the expected financial objectives and returns of its
L'Auberge Baton Rouge property; the Company's ability to improve operations
and performance at Boomtown New Orleans; the budgets, completion and opening
schedules of the Company's various projects, including the River City
expansion project, the River Downs project and the Boomtown New Orleans hotel
project; the facilities, features and amenities of the River City expansion
project, the River Downs project, and the Boomtown New Orleans hotel project;
the anticipated capital expenditures for 2013; the ability of the Company to
sell or otherwise dispose of discontinued operations; the ability of the
Company to close the transaction to sell the Company's Atlantic City land
holdings; the projected opening date for MGM Grand Ho Tram and the ability of
ACDL to obtain an amended investment certificate, are based on management's
current expectations and are subject to risks, uncertainties and changes in
circumstances that could significantly affect future results. Accordingly,
Pinnacle cautions that the forward-looking statements contained herein are
qualified by important factors and uncertainties that could cause actual
results to differ materially from those reflected by such statements. Such
factors and uncertainties include, but are not limited to: (a) the Company's
business may be sensitive to reductions in consumers' discretionary spending
as a result of downtowns in the economy; (b) the global financial crisis may
have an impact on the Company's business and financial condition in ways that
the Company currently cannot accurately predict; (c) significant competition
in the gaming industry in all of the Company's markets could adversely affect
the Company's revenues and profitability; (d) many factors, including the
escalation of construction costs beyond increments anticipated in its
construction budgets and unexpected construction delays, could prevent the
Company from completing its various projects within the budgets and on time,
including the Boomtown New Orleans hotel project, the River City expansion
project and the River Downs project; (e) the timing to consummate the
transaction between the Company and Ameristar; (f) the ability and timing to
obtain required regulatory approvals (including approval from gaming
regulators) for the transaction with Ameristar and satisfy or waive other
closing conditions; (g) the ability to obtain the approval of Ameristar's
stockholders; (h) the possibility that the merger with Ameristar 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; (i) the Company's
ability to realize the synergies contemplated by a potential transaction with
Ameristar; (j) the Company's ability to promptly and effectively integrate the
business of the Company and Ameristar; (k) the requirement to satisfy closing
conditions to the merger with Ameristar as set forth in the merger agreement,
including expiration of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976; (l) uncertainties in the global economy
and credit markets and its potential impact on the Company's ability to
finance the transaction; (m) the outcome of any legal proceedings that may be
instituted in connection with the transaction with Ameristar; (n) the ability
to retain certain key employees of Ameristar; (o) that there may be a material
adverse change of the Company or Ameristar, or the respective businesses of
the Company or Ameristar may suffer as a result of uncertainty surrounding the
transaction; (p) the Company's ability to fund the transaction with Ameristar;
(q) the terms of the Company's credit facility and the indentures governing
its senior and subordinated indebtedness impose operating and financial
restrictions on the Company; (r) the Company faces many risks associated with
its investment in ACDL, which is developing a complex of integrated resorts in
Vietnam, such as ACDL's ability to open the first phase of the first
integrated resort, to obtain an amended investment certificate and to raise
capital to fund the development of the phases of the planned resort complex,
among other risks; (s) many factors, including the escalation of construction
costs beyond increments anticipated in construction budgets, could prevent
ACDL from completing its Ho Tram development project within budget and on time
and as required by the conditions of its certificate in Vietnam; (t) ACDL will
have to obtain all necessary approvals for completing the Ho Tram development
project, including gaming and regulatory approvals, some of which are beyond
its control; (u) fluctuations in the trading volume and market price of shares
of the Company's common stock, general business and market conditions and
management's determination of alternative needs and uses of the Company's cash
resources may affect the Company's share repurchase program; (v) the Company
may experience delays in closing the transaction to sell the Company's
Atlantic City land holdings due to circumstances beyond its control or an
agreement may not be entered into at all; and (w) other risks, including those
as may be detailed from time to time in the Company's filings with the
Securities and Exchange Commission ("SEC"). For more information on the
potential factors that could affect the Company's financial results and
business, review the Company's filings with the SEC, including, but not
limited to, its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q
and its Current Reports on Form 8-K.

Belterra, Boomtown, Casino Magic, Heartland Poker Tour, L'Auberge Lake
Charles, L'Auberge Baton Rouge, Lumière Place, River City, and River Downs are
registered trademarks of Pinnacle Entertainment, Inc. All rights reserved.

Additional Information and Where to Find It

In connection with the proposed merger, Ameristar plans to file a definitive
proxy statement with the SEC and mail the proxy statement to its
stockholders. INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT
AND OTHER PROXY MATERIALS WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT PINNACLE, AMERISTAR, THE PROPOSED MERGER AND
RELATED MATTERS. The proxy statement, as well as other filings containing
information about Pinnacle and Ameristar will be available, free of charge,
from the SEC's web site (www.sec.gov). Pinnacle's SEC filings in connection
with the transaction also may be obtained, free of charge, from Pinnacle's
website (www.pnkinc.com) under the tab "Investor Relations" and then under the
heading "SEC Filings," or by directing a request to Pinnacle, 8918 Spanish
Ridge Ave., Las Vegas, Nevada, 89148, Attention: Investor Relations or (702)
541-7777. Ameristar's SEC filings in connection with the transaction also may
be obtained, free of charge, from Ameristar's website (www.ameristar.com)
under the tab "About Us," "Investor Relations" and then under the heading
"Ameristar Casinos SEC Reports & Filings," or by directing a request to
Ameristar, 3773 Howard Hughes Parkway, Suite 490 South, Las Vegas, Nevada,
89169, Attention: Investor Relations or (702) 567-7000.

Participants in the Merger Solicitation

Pinnacle and Ameristar and their respective directors and executive officers
and other persons may be deemed to be participants in the solicitation of
proxies in connection with the proposed merger. Information about Pinnacle's
directors and executive officers is included in Pinnacle's Annual Report on
Form 10-K/A for the year ended December 31, 2011, filed with the SEC on May
16, 2012 and the proxy statement for Pinnacle's 2012 Annual Meeting of
Stockholders, filed with the SEC on April 9, 2012. Information about
Ameristar's directors and executive officers is included in Ameristar's Annual
Report on Form 10-K for the year ended December 31, 2011, filed with the SEC
on February 28, 2012 and the proxy statement for Ameristar's 2012 Annual
Meeting of Stockholders, filed with the SEC on April 30, 2012. Additional
information regarding these persons and their interests in the merger will be
included in the definitive proxy statement relating to the merger when it is
filed with the SEC. These documents can be obtained free of charge from the
sources indicated above.

                         - financial tables follow -

Pinnacle Entertainment, Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share data, unaudited) 
                                                                   
                                                                   
                        For the three months ended For the twelve months ended
                        December 31,               December 31, 
                        2012          2011         2012           2011
                                                                   
Revenues:                                                          
Gaming                  $264,564      $242,033     $1,042,515     $997,613
Food and beverage       18,677        16,356       74,551         69,383
Lodging                 9,035         8,828        39,426         37,993
Retail, entertainment   9,348         8,568        40,611         36,209
and other
                        301,624       275,785      1,197,103      1,141,198
Expenses and other                                                 
costs:
Gaming                  156,637       137,979      588,646        575,265
Food and beverage       16,663        14,558       64,537         60,748
Lodging                 5,366         4,758        20,626         19,178
Retail, entertainment   4,515         4,430        22,010         20,847
and other
General and             56,863        53,136       224,918        219,707
administrative
Depreciation and        35,685        25,977       115,694        103,863
amortization
Pre-opening and         3,117         1,643        21,633         8,817
development costs 
Write-downs, reserves   10,919        (3,767)      11,818         4,163
and recoveries, net
                        289,765       238,714      1,069,882      1,012,588
Operating income        11,859        37,071       127,221        128,610
Interest expense, net   (26,324)      (19,597)     (93,687)       (95,308)
Loss on early           --            --           (20,718)       (183)
extinguishment of debt
Loss from equity method (26,574)      (44)         (30,780)       (588)
investment
Income (loss) from
continuing operations   (41,039)      17,430       (17,964)       32,531
before income taxes
Income tax benefit      (974)         259          (4,675)        (2,335)
(expense)
Income (loss) from      (42,013)      17,689       (22,639)       30,196
continuing operations 
Income (loss) from
discontinued            (383)         7,279        (9,166)        (32,735)
operations, net of
income taxes
                                                                   
Net income (loss)       $(42,396)     $24,968      $(31,805)      $(2,539)
                                                                   
Net income (loss) per                                              
common share—basic
Income (loss) from      $(0.71)       $0.28        $(0.37)        $0.49
continuing operations
Income (loss) from
discontinued            $(0.01)       $0.12        $(0.15)        $(0.53)
operations, net of
income taxes
                                                                   
Net income (loss) per   $(0.72)       $0.40        $(0.52)        $(0.04)
common share—basic 
                                                                   
Net Income (loss) per                                              
common share—diluted
Income (loss) from      $(0.71)       $0.28        $(0.37)        $0.48
continuing operations
Income (loss) from
discontinued            $(0.01)       $0.12        $(0.15)        $(0.52)
operations, net of
income taxes
                                                                   
Net income (loss) per   $(0.72)       $0.40        $(0.52)        $(0.04)
common share—diluted
                                                                   
Number of shares—basic  58,765        62,134       61,258         61,989
Number of               58,765        62,491       61,258         62,467
shares—diluted

 
Pinnacle Entertainment, Inc. 
Condensed Consolidated Balance Sheets 
(In thousands) 
                                                                   
                                                     (Unaudited)   
                                                     December 31, December 31,
                                                     2012         2011
                                                                   
Assets                                                             
Cash and cash equivalents                            $101,792     $78,597
Other assets, including restricted cash              272,615      283,122
Land, buildings, riverboats and equipment, net       1,695,978    1,515,029
Assets of discontinued operations held for sale      38,609       73,871
Total assets                                         $2,108,994   $1,950,619
                                                                   
Liabilities and Stockholders' Equity                               
Liabilities, other than long-term debt               $221,376     $204,319
Long-term debt, including current portion            1,440,501    1,223,985
Liabilities of discontinued operations held for sale --           2,923
Total liabilities                                    1,661,877    1,431,227
                                                                   
Stockholders' equity                                 447,117      519,392
Total liabilities and stockholders' equity           $2,108,994   $1,950,619

 
Pinnacle Entertainment, Inc.
Supplemental Information
Property Revenues and Adjusted EBITDA,
Reconciliation of Consolidated Adjusted EBITDA to Income (loss) from
Continuing Operations,
and Reconciliation of Consolidated Adjusted EBITDA Margin
to Income (loss) from Continuing Operations Margin
                                                                   
(In thousands, unaudited)
                                                                   
                          For the three months      For the twelve months
                          ended December 31,        ended December 31, 
                          2012          2011        2012          2011
                                                                   
Revenues                                                           
L'Auberge Lake Charles    $86,627       $92,284     $383,935      $375,387
St. Louis (a)             94,291        93,558      393,536       382,019
Boomtown New Orleans      29,494        31,125      122,059       133,643
Belterra Casino Resort    35,920        37,425      156,290       154,763
Boomtown Bossier City     18,205        19,565      80,984        84,999
L'Auberge Baton Rouge     34,880        --          47,941        --
River Downs               1,863         1,798       11,736        10,258
Other                     344           30          622           129
                                                                   
Total Revenues            $301,624      $275,785    $1,197,103    $1,141,198
                                                                   
Adjusted EBITDA (Loss)                                             
(c)
L'Auberge Lake Charles    $23,849       $24,396     $115,461      $103,916
St. Louis (a)             22,410        23,253      98,725        86,549
Boomtown New Orleans      9,271         10,711      37,972        44,938
Belterra Casino Resort    5,692         6,631       32,041        28,569
Boomtown Bossier City     3,515         4,205       18,327        18,843
L'Auberge Baton Rouge     3,366         --          4,854         --
River Downs(b)            (322)         (540)       (1,596)       (2,236)
Other                     (51)          --          (268)         --
                          67,730        68,656      305,516       280,579
Corporate expenses        (4,422)       (6,419)     (20,361)      (28,450)
                                                                   
Consolidated Adjusted     $63,308       $62,237     $285,155      $252,129
EBITDA (c)
                                                                   
Reconciliation to Income
(loss) from Continuing                                             
Operations
Consolidated Adjusted     $63,308       $62,237     $285,155      $252,129
EBITDA
Pre-opening and           (3,117)       (1,643)     (21,633)      (8,817)
development costs 
Non-cash share-based      (1,728)       (1,313)     (8,789)       (6,676)
compensation
Write-downs, reserves and (10,919)      3,767       (11,818)      (4,163)
recoveries, net
Depreciation and          (35,685)      (25,977)    (115,694)     (103,863)
amortization
Loss on equity method     (26,574)      (44)        (30,780)      (588)
investment
Interest expense, net     (26,324)      (19,597)    (93,687)      (95,308)
Loss on early             --            --          (20,718)      (183)
extinguishment of debt
Income tax benefit        (974)         259         (4,675)       (2,335)
(expense)
                                                                   
Income (loss) from        $(42,013)     $17,689     $(22,639)     $30,196
continuing operations
                                                                   
Consolidated Adjusted     21.0%         22.6%       23.8%         22.1%
EBITDA margin (c)
Income (loss) from
continuing operations     (13.9)%       6.4%        (1.9)%        2.6%
margin
                                                                   
(a)  St. Louis includes operating results at Lumière Place, Four Seasons Hotel
& Spa, and River City Casino. 
(b)  River Downs was acquired on January 28, 2011. 
(c)  See discussion of Non-GAAP Financial Measures above for a detailed
description of Consolidated Adjusted EBITDA and Consolidated Adjusted EBITDA
margin.

 
Pinnacle Entertainment, Inc.
Supplemental Information 
Income (loss) from Discontinued Operations, Net of Income Taxes
(In thousands, unaudited)
                                                                     
                                    For the three months For the twelve months
                                    ended December 31,   ended December 31,
                                    2012       2011      2012       2011
Boomtown Reno Hotel & Casino        $(1)       $421      $(1,821)   $(12,794)
Atlantic City                       (187)      7,073     (7,328)    (19,745)
Other                               (54)       (200)     (255)      (387)
Income tax benefit (expense)        (141)      (15)      238        191
Income (loss) from discontinued     $(383)     $7,279    $(9,166)   $(32,735)
operations, net of income taxes

 
Pinnacle Entertainment, Inc.
Supplemental Information 
Reconciliations of GAAP Net Income (Loss) to Adjusted Net Income
and GAAP Net Income (Loss) Per Share to Adjusted Income Per Share
(In thousands, except per share amounts, unaudited)
                                                                    
                            For the three months      For the twelve months
                            ended December 31,        ended December 31, 
                            2012          2011        2012         2011
                                                                    
                                                                    
GAAP net income (loss)      $(42,396)     $24,968     $(31,805)    $(2,539)
Pre-opening and development 3,117         1,643       21,633       8,817
costs 
Write-downs, reserves and   10,919        (3,767)     11,818       4,163
recoveries, net
Impairment of equity method 24,961        --          24,961       --
investment
Loss on early               --            --          20,718       183
extinguishment of debt
Accelerated River Downs     4,727         --          4,727        --
depreciation
Adjustment for income taxes (230)         38          (837)        (196)
Loss (income) from
discontinued operations,    383           (7,279)     9,166        32,735
net of income taxes
                                                                    
Adjusted net income (a)     $1,481        $15,603     $60,381      $43,163
                                                                    
GAAP net income (loss) per  $(0.72)       $0.40       $(0.52)      $(0.04)
share
Pre-opening and development 0.05          0.03        0.35         0.14
costs 
Write-downs, reserves and   0.19          (0.06)      0.19         0.07
recoveries, net
Impairment of equity method 0.42          --          0.41         --
investment
Loss on early               --            --          0.34         0.00
extinguishment of debt
Accelerated River Downs     0.08          --          0.08         --
depreciation
Adjustment for income taxes (0.00)        0.00        (0.01)       (0.00)
Loss (income) from
discontinued operations,    0.01          (0.12)      0.15         0.52
net of income taxes
                                                                    
Adjusted income per share   $0.03         $0.25       $0.99        $0.69
(a) 
                                                                    
Number of shares – diluted  58,765        62,491      61,258       62,467
 
See discussion of Non-GAAP Financial Measures above for detailed descriptions
of Adjusted net income and Adjusted income per share.

CONTACT: Investor Relations   
         Vincent J. Zahn, CFA  
         Vice President, Finance and Investor Relations
         702/541-7777 or investors@pnkmail.com 

         Media Relations
         Kerry Andersen
         Director, Public Relations
         337/395-7631 or kandersen@pnkmail.com

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