PROVIDENCE, R.I., Oct. 1, 2020 /PRNewswire/ -- Twin River
Worldwide Holdings, Inc. (NYSE: TRWH) ("Twin River" or the
"Company") today announced that it has entered into an agreement
with Delaware North Companies Gaming & Entertainment, Inc. to
acquire Jumer's Casino & Hotel ("Jumer's") in Rock Island, Illinois for a purchase price of
$120 million in cash.
The total consideration for the transaction represents an
implied proforma purchase multiple of approximately 7.4x trailing
twelve months earnings before interest, taxes, depreciation and
amortization ("Adjusted EBITDA") (for the period ended December 31, 2019). The multiple excludes the
impact of any potential cost synergies or possible revenue
enhancement opportunities from operational improvements. Based on
Jumer's Adjusted EBITDA for the year ended December 31, 2019, the acquisition is expected to
be immediately accretive to earnings. The Company expects to
finance the purchase price with a combination of cash on hand, cash
from ongoing operations, and borrowings under its revolving credit
facility.
"Even in the current operating environment amid COVID-19, we
advance our disciplined portfolio diversification strategy as we
continue to opportunistically expand our regional presence through
accretive transactions," commented George
Papanier, President and Chief Executive Officer of Twin
River. "This acquisition further expands our geographic reach into
yet another attractive market. It provides access to a growing
gaming market in Illinois, with
the potential to capitalize on potentially lucrative sports betting
opportunities. We look forward to the opportunity to leverage our
operational expertise and proven integration approach to drive
incremental revenues and cash flow improvements."
Jumer's is located in the Quad Cities in Rock Island, Illinois and features a 40,000
square foot casino floor containing more than 870 slot machines and
25 table games, a 205 room hotel with 11 luxury suites, an events
center, the Oculus Sports Bar, the Edje nightclub and four
restaurants.
After acquisition of this property and taking into consideration
three additional properties currently under contract, Twin River
will operate 13 properties in nine states.
Mr. Papanier continued "Over the last several years through our
efforts with Hard Rock Biloxi, Dover Downs, our Black Hawk Colorado
Casinos and most recently Casino KC and Casino Vicksburg, we have
demonstrated an ability to integrate and operate acquired casino
assets. We believe this experience will prove valuable as we look
to further enhance Jumer's financial performance. In particular, we
believe there is an opportunity to improve operations and enhance
revenues at the property which would allow us to lower our
acquisition multiple."
The transaction is expected to close during the second quarter
of 2021 subject to receipt of required regulatory approvals and
other customary closing conditions and is subject to a customary
working capital adjustment.
Advisors
Citizens Capital Markets, Inc. served as financial advisor to
Twin River; Bass Berry Sims served as legal counsel on the
transaction.
About Twin River
Twin River Worldwide Holdings, Inc. owns and manages nine
casinos, two in Rhode Island, two
in Mississippi, one in
Delaware, one in Missouri and three casinos as well as a horse
racetrack that has 13 authorized OTB licenses in Colorado. Properties include Twin River Casino
Hotel (Lincoln, RI), Tiverton
Casino Hotel (Tiverton, RI), Hard
Rock Hotel & Casino (Biloxi,
MS), Casino Vicksburg (formerly Lady Luck Casino Vicksburg
in Vicksburg, MS), Dover Downs
Hotel & Casino (Dover, DE),
Casino KC, formerly Isle of Capri Casino in Kansas City, MO), Golden Gates Casino (Black Hawk, CO), Golden Gulch Casino
(Black Hawk, CO), Mardi Gras Casino (Black Hawk, CO), and Arapahoe Park racetrack
(Aurora, CO). Its casinos range in
size from 603 slots and 8 electronic table games to properties with
over 4,100 slots, approximately 125 table games, and 48 stadium
gaming positions, along with hotel and resort amenities. Its shares
are traded on the New York Stock Exchange under the ticker symbol
"TRWH."
Forward-Looking Statements
This communication contains "forward-looking" statements as that
term is defined in Section 27A of the Securities Act of 1933, as
amended, Section 21E of the Securities Exchange Act of 1934, as
amended. All statements, other than historical facts, including
future financial and operating results and the Company's plans,
objectives, expectations and intentions, legal, economic and
regulatory conditions are forward-looking statements.
Forward looking statements are sometimes identified by
words like "may," "will," "should," "potential," "intend,"
"expect," "endeavor," "seek," "anticipate," "estimate,"
"overestimate," "underestimate," "believe," "could," "project,"
"predict," "continue," "target" or other similar words or
expressions. Forward-looking statements are based upon current
plans, estimates and expectations that are subject to risks,
uncertainties and assumptions. Should one or more of these risks or
uncertainties materialize, or should underlying assumptions prove
incorrect, actual results may vary materially from those indicated
or anticipated by such forward-looking statements. The inclusion of
such statements should not be regarded as a representation that
such plans, estimates or expectations will be achieved. Important
factors that could cause actual results to differ materially from
such plans, estimates or expectations include, among others, (1)
that one or more closing conditions to the proposed transaction,
including certain regulatory approvals, may not be satisfied or
waived, on a timely basis or otherwise, including that a
governmental entity may prohibit, delay or refuse to grant approval
for the consummation of the proposed transaction or may require
conditions, limitations or restrictions in connection with such
approvals; (2) the risk that the proposed transaction may not be
completed on the terms or in the time frame expected, or at all;
(3) unexpected costs, charges or expenses resulting from the
proposed transaction; (4) the occurrence of any event that could
give rise to the termination of the proposed transaction, including
under circumstances that require Twin River to pay a reverse
termination fee; (5) risks related to the acquisition of Jumer's
and the integration of Jumer's' business and assets; (6)
uncertainty surrounding the ongoing COVID-19 pandemic, including
uncertainty regarding its extent, duration and impact, on Twin
River's and Jumer's' businesses, each of which are operating at
capacity constraints currently, as well as the risk that the
ongoing COVID-19 pandemic may require Twin River's or Jumer's'
properties to close again for an indeterminable period of time; (7)
the economic uncertainty and challenges in the economy resulting
from the ongoing COVID-19 pandemic, including the resulting reduced
levels of discretionary consumer spending; (8) potential adverse
reactions or changes to business or employee relationships,
including those resulting from the completion of the proposed
transaction; (9) the possibility that the anticipated operating
results and other benefits of the proposed transaction are not
realized when expected or at all; (10) local risks including
proximate competition, potential competition, legislative risks and
local relationships; (11) risks associated with increased leverage
from the proposed transaction; (12) customer responses when Twin
River's and Jumer's' facilities are fully reopened, and (13) other
risk factors as detailed under Part I. Item 1A. "Risk Factors" of
the Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 2019 as filed with the
Securities and Exchange Commission on March
13, 2020 and the Company's Quarterly Reports on Form 10-Q
for the fiscal quarters ended March 31,
2020 and June 30, 2020, as
filed with the Securities and Exchange Commission on May 14, 2020 and August
13, 2020, respectively. The foregoing list of important
factors is not exclusive.
Any forward-looking statements speak only as of the date of this
communication. Twin River does not undertake any obligation to
update any forward-looking statements, whether as a result of new
information or development, future events or otherwise, except as
required by law. Readers are cautioned not to place undue reliance
on any of these forward-looking statements.
Investor Contact
Steve
Capp
Executive Vice President and Chief Financial
Officer
401-475-8564
InvestorRelations@twinriver.com
Media Contact
Liz Cohen
Kekst CNC
212-521-4845
Liz.Cohen@kekstcnc.com
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SOURCE Twin River Worldwide Holdings, Inc.
