The price for Station Casinos could climb if competing bids emerge after the owner of the largest Las Vegas locals casino operator announced a $4.7 billion bid to take the company private, the second-largest buyout proposal of a gaming company this year.
Chairman and Chief Executive Frank Fertitta III; his brother, Lorenzo Fertitta, president; sister Delise Sartini and her husband, Blake; announced Monday that they had teamed with Los Angeles-based Colony Capital LLC to purchase the company for $82 a share. Fertitta family members own about 30 percent of the company's publicly traded stock and made efforts to buy back shares earlier this year.
Colony Capital already has a Nevada gaming license and operates the Las Vegas Hilton.
Experts say the bid to take the company private would eliminate much of the scrutiny management gets from shareholders and would end the dozens of filings the company must make regularly through the Securities and Exchange Commission.
Analysts are split over whether competing bids will emerge, but if they do, the price of the transaction could climb.
The stock price immediately shot up beyond the $82-a-share level Monday afternoon, closing at a 52-week high of $84.90, up $15.80 or 22.9 percent from the previous close. By Tuesday afternoon, the issue had dropped 2.5 percent to $82.81.
Analysts expect the family eventually would be successful in making the acquisition, but not before other bidders could enter the fray and drive the price up.
In addition, three lawsuits were filed in Clark County District Court on Monday and Tuesday by shareholders Helen Roessler, Charles Traynor and Walter and Rita Goldmann for breach of fiduciary duty. The suit, filed by G. Mark Albright of the Albright, Stoddard, Warnick & Albright firm, seeks to form a class action for other similarly affected shareholders and names Station, Feritta Colony Partners, Frank III and Lorenzo Fertitta and board members James E. Nave, Lee S. Isgur, Robert E. Lewis and Lowell H. Lebermann, who have been appointed to serve on a committee to evaluate the offer.
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| Brothers Lorenzo, left, and Frank Fertitta III are shown in the pool area of the Red Rock Resort near the Las Vegas Beltway and Charleston Boulevard in March, before the property's April opening. Lorenzo Fertitta is president and vice chairman of Station Casinos; Frank Fertitta is chairman and CEO. |
| Photo by Steve Marcus |
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The suits say the "consideration offered in the proposed transaction ... is unfair and grossly inadequate because, among other things, the intrinsic value of Station Casinos common stock is materially in excess of the amount offered, given the company's growth and anticipated operating results, net asset value and future profitability."
Station owns 12 Southern Nevada casinos and several real estate holdings across the valley for future properties. It also has a half interest in the Green Valley Ranch Station Casino, Barley's Casino and Brewing Co. and The Greens in Henderson; the Greenspun family, which also owns In Business Las Vegas, owns the other half of those properties. Station also has a 6.7 percent interest in the Palms and manages the Thunder Valley tribal casino near Sacramento, Calif., on behalf of the United Auburn Indian Community.
The company is in the early development stages of a property at Aliante Parkway and the Northern Beltway and has two sites for potential development in Reno.
The offer for Station was the second largest takeover bid of the year. In October, Harrah's Entertainment Inc. was the subject of a $15.5 billion bid by Apollo Management, New York, and Texas Pacific Group, Fort Worth, Texas.
Two other companies with gaming interests also were targeted this year. Columbia Sussex Corp., Fort Mitchell, Ky., acquired Phoenix-based Aztar Corp., which owned the Tropicana, for $2.75 billion, and Kerzner International was taken private by an investment group led by the company's top executives.
Monday's announcement by the Fertittas led to a flurry of stock trading as investors speculated that other companies could be next in line for a takeover bid.
Several local public companies, including Las Vegas Sands Corp., Wynn Resorts Ltd., Boyd Gaming Corp., MGM Mirage and Ameristar Casinos saw their stock prices jump following the Station buyout announcement.
Analysts said they weren't surprised by the Fertitta bid and they expect the deal will be completed after other bids come in.
"Given the recent private equity interest in casino operators, as well as ongoing consolidation in the industry, we see it as very possible the board will get another bid," said Jake Balzer of Guzman & Co., Coral Gables, Fla., in a note to investors. "However, the Fertittas have proven to be very good operators and we doubt another owner could add value by running the company more efficiently. In addition, we don't see another current casino operator that could obviously drive synergy value by combining Station's operations with its own. With that said, given the amount of capital private equity firms have attracted coupled with their recent interest in casino operators, we'd be remiss to ignore the possibility."
But analyst Robin Farley of UBS Securities LLC said she doesn't expect competing bids.
"Unlike Harrah's, which has reportedly received competing bids, we expect the Station management-led leverage buyout will not likely receive multiple offers and will come to a quicker resolution than Harrah's, which announced its bid Oct. 2," Farley said in a note to investors. "The Fertitta-Colony bid will also not have the one-year-plus licensing delays that Harrah's bidders likely will."
Richard N. Velotta can be reached at (702) 259-4061 or at velotta@lasvegassun.com. He also writes a tourism column for In Business Las Vegas.