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8-K - FORM 8-K - Gold Merger Sub, LLC | c95125e8vk.htm |
Exhibit 99.1
Missouri Gaming Commission
January 27, 2010
Certified Mail/Return Receipt Requested
Chris Strobbe, General Manager
President Riverboat Casino-Missouri, Inc.
1000 North Leonor K Sullivan Blvd.
St. Louis, MO 63102
Chris Strobbe, General Manager
President Riverboat Casino-Missouri, Inc.
1000 North Leonor K Sullivan Blvd.
St. Louis, MO 63102
Dear Mr. Strobbe:
Pursuant to 11 CSR 45-13.050, you are hereby notified of proposed disciplinary action
against President Riverboat Casino-Missouri, Inc., as the holder of a Class B riverboat
gambling license issued by the Missouri Gaming Commission. Enclosed please find the
Preliminary Order for Disciplinary Action (Order), DC-10-001, which sets forth the facts
in support of the proposed discipline and references the regulatory and statutory sections
involved. The Commissions Order also proposes a revocation of your Class B license.
You may file a request for a hearing by serving such a request on the Commission
Executive Director within 30 days of the date of the attached Order. The hearing would be
governed by 11 CSR 45-13. If a request for hearing is not filed, the proposed disciplinary
action set forth in the Order shall become a final order of the Commission.
If you would like to discuss a possible settlement in this matter, please contact the
Commissions General Counsel, Christopher W. Hinckley.
Sincerely, | ||
/s/ Gene McNary | ||
Gene McNary | ||
Executive Director |
GM/af
Enclosure
cc: Jerry Riffel, Esq.
Enclosure
cc: Jerry Riffel, Esq.
IN THE MISSOURI GAMING COMMISSION
In Re: |
) | |||||||
) | DC-10-001 | |||||||
President Riverboat Casino-Missouri, Inc. |
) | |||||||
d/b/a President Casino |
) |
PRELIMINARY ORDER FOR DISCIPLINARY ACTION
Comes now the Missouri Gaming Commission acting in its official capacity pursuant to 11 CSR
45-13.050, and states as follows:
1. | The Missouri Gaming Commission (the Commission) is a state commission created
under Chapter 313, RSMo (2000), with jurisdiction over gaming activities, including
riverboat gambling activities, in the State of Missouri. |
|
2. | The Commission granted Pinnacle Entertainment Inc. (Pinnacle) a Class A
riverboat gaming license to develop and operate Class B riverboat gaming licenses in
the State of Missouri. |
|
3. | Pinnacle is the parent organization or controlling entity of President Riverboat
Casino-Missouri, Inc. (the President). |
|
4. | The Commission granted a Class B riverboat gaming license to the President to
maintain, conduct gambling games on and operate an excursion gambling boat,
collectively identified as the President Casino aboard the excursion gambling boat
Admiral. |
|
5. | As the holder of a Class B license, the President is subject to the provisions of
Sections 313.800 to 313.850, RSMo (2000), and the regulations promulgated
thereunder by the Commission. |
|
6. | Pinnacle purchased the President on December 21, 2006, during fiscal year (FY)
2007.1 In FY 2007 the President casino generated $67,269,234 in Adjusted Gaming
Revenues (AGR) (-6%)2 and 2,880,681 in Admissions (-14%), offered 827
electronic gaming devices (BGDs) and 28 table games, employed 552 and
provided food service from a buffet and deli. |
|
7. | During FY 2008, the first complete fiscal year of Pinnacles ownership, the President
generated $44,988,902 in AGR (-33%) and 2,146,061 in Admissions (-26%), offered
729 EGDs and 23 table games, employed 402 and provided food service from a
buffet and deli. |
1 |
Pinnacle owned the President for the remaining six (6) months, or half, of FY 2007. | |
2 |
All numerical percentage increases/decreases are based on a comparison to prior fiscal year. |
8. | On December 20, 2007 Pinnacles Lumiere Place Casino (Lumiere) opened on
Lacledes Landing, 1,000 feet from the President Casino. For FY 2009, the first
complete fiscal year during which both Lumiere and the President were open and
operating, the President casino generated $23,263,288 in AGR (-48%) and 1,178,406
in Admissions (-45%), offered 696 EGDs and 9 table games, employed 239 and,
after closing the buffet and deli, only provided food service from the first floor bar.
Also during FY 2009 Pinnacle removed gaming devices from the Presidents second
deck, reducing the utilized square feet of gaming space from 53,800 to 27,993. |
|
9. | On March 24, 2009 the Commission ordered Pinnacle to appear and to present plans
on improving the Presidents overall operations and performance. In their response
(Attached Exhibit A), submitted prior to the hearing, Pinnacle acknowledged their
deliberate policy of minimizing offerings and stated they were establishing a base
line to help increase profitability and they were avoiding the expenses leading
revenue policy that led to a prior owners bankruptcy.3 In the same communication
Pinnacle assured the Commission that, upon repair or replacement of the President,
they would improve the Presidents offerings, marketing and staffing levels. It should
be noted, the overall performance and offerings of the President Casino under prior
ownership, and during bankruptcy, were substantially higher than under ownership of
Pinnacle Entertainment, Inc. (President Casinos, Inc. EGD/slots Table Game
offerings and gaming revenues 1996 to 2006 attached as Exhibit B). |
|
10. | Pinnacles plans for the President began to take form shortly after the opening of
Lumiere. In a conference call with investors on March 3, 20084 Pinnacle CEO Dan
Lee5 described the Presidents role as kind of an adjunct to Lumiere but also
recognized the possible value of its license if the referendum capping licenses was
passed (Prop
A).6 In a May 7, 2008 conference call with investors,7 Lee
confirmed
the importance of the Presidents license and the cap when he stated, if the
referendum were to pass, it [President] probably stays open permanently, its just a
question of where do we move it. |
|
11. | On November 4, 2008 Prop A passed placing a cap on the number of gaming licenses
in the State of Missouri. On November 7, 2008 Dan Lee spoke with Pinnacles
investors about the President.8 During the call, Lee acknowledged increasing losses
and confirmed Pinnacles approach to the President in stating, So, weve basically
kept the casino open just because we didnt want to lose the license especially with an
initiative coming down the road that would cap the number of licenses. Later during
the same call, Lee elaborated, we are focused on diminishing the loss as much as
possible. So, were looking at reducing hours, reducing the marketing, reducing the food
service options and so on because frankly we make more money if the person is in Lumiere Place.
We may have kept the heat on (emphasis added) but we are going to have this thing running in
slow mode. Lee added they planned to reduce operating hours for table games and close the
buffet and tell people to go up the street to Lumiere Place to eat. In summing up Pinnacles
approach to operating the President Lee stated, there is no reason to operate two casinos next
to each other where one is brand new and beautiful and the other is not. |
3 |
President Casinos, Inc. previously owned an operated the President Casino. On June 20, 2002 President Casinos filed for Chapter 11 bankruptcy. | |
4 |
Pinnacle Entertainment, Inc. Earnings Conference Call, Q4 2007. | |
5 |
Dan Lee served as Chairman of the Board & Chief Executive Officer for Pinnacle Entertainment Inc. from April 2002 to November 2009. | |
6 |
Missouri Proposition A, The Schools First Elementary and Secondary Education Funding Initiative was on the ballot in Missouri for vote on November 4, 2008. | |
7 |
Pinnacle Entertainment, Inc. Earnings Conference Call, Q1 2008. | |
8 |
Pinnacle Entertainment, Inc. Earnings Conference Call, Q3 2008. |
2
12. | In 2009 it became apparent that Pinnacle had no substantive plans to improve the
overall operations and revenues at the President and contrary to the expectations of
the Commission, Pinnacle planned to continue to operate the President in slow
mode as long as it was located near Lumiere. In a March 21, 2009 conference call
with investors,9 Dan Lee confirmed further reductions and laid out his plans for the
Presidents future in stating, We have scaled it back dramatically to try to reduce the
losses of EBIT and we have reduced the hours of operation. We have reduced the
hours that table games work. Weve closed the foodservice on it. I think the heat is
still on (emphasis added). And so the objective there is to minimize the losses while
we seek to move it. If it takes the Gaming Commission years to give us permission to
move it, for us to find the right place, we will just sustain the losses for as long as we
have to. |
|
13. | A comparison of the Presidents AGR figures for FY 2010 to Missouris remaining
casinos, both rural and urban, reveals how substandard the Presidents operations
have become. Amongst urban-based casinos in the State, the Presidents AGR
contribution for FY 2010 is not just at the bottom of the list, but approximately one
tenth of the average AGR contribution of the other urban-based casinos. Further
evidence of the Presidents substandard revenues can be seen when comparing the
President to Missouris rural-based casinos. Although the President is an urban-based
casino, its revenues numbers for FY 2010 to date are less than any of the States
rural-based casinos and less than half of the average AGR contribution of Missouris
rural-based casinos. The same stark results can be seen in a comparison of
Admissions, (Attached as Exhibit C). |
|
14. | Further, a comparison of the Presidents present gaming floor size, slot and table
game offerings, to Missouris rural and urban based casinos, also reveals how
substandard the Presidents operations have become. The average size gaming floor
for an urban-based casino in Missouri is 90,000 sq. ft. The President is currently
utilizing only 27,993 sq. ft. of its available 58,300 sq. ft. The average number of slots
offered at an urban-based casino is 2,200. The President presently offers 690 slots.
The average number of table games offered in Missouris urban-based casinos is 63.
The President offers 9 table games. The Presidents use of gaming space along with
their slot and table game offerings are well below the average in Missouri for urban-based casinos. The Presidents gaming floor and offerings are more in tune with one
of Missouris rural-based casinos, but is still well below average in slot and table game
offerings. (Attached as Exhibit D). |
9 |
Pinnacle Entertainment, Inc. Earnings Conference Call, Q4 2008. |
3
15. | At some point during 2009, it appears that Pinnacle may have completed their
reductions at the President and established a base line for operations that
minimized their costs and ensured that the President did not compete with Lumiere.
In communications with the Commission, Pinnacle has represented their intent to
increase the Presidents offerings and improve its revenue, but contingent on a chance
to repair or replace the President at its present location. Based upon the words,
actions, inactions and expressed motives of its employees and/or agents, its apparent
that Pinnacle will continue to operate the President at its present levels as long as it
neighbors Lumiere Place Casino. |
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16. | Under Pinnacles direction and management the President has devolved into an
obsolete, unproductive and substandard casino operation. The gaming revenue and
admission fees collected from the President have been in a steady, and sometimes
steep, decline since the opening of Lumiere in December of 2007. Under Missouri
law there is a cap on gaming licenses that will soon be fixed at thirteen (13), one of
which is the President. The revenue to the State provided by casinos has become
essential to our States economy. The number of casinos capable of making these
essential contributions has been fixed through a vote of the people. Pinnacles
deliberate efforts to downgrade and minimize the offerings at the President have
turned a valuable gaming license into an unproductive and substandard casino
operation which is harmful to our State and its people. |
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17. | Section 313.807.1, RSMo details the criteria and costs associated with gambling boat
licensure and periodic relicensure, and notes that the commission may reopen
licensing hearings at anytime. |
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18. | Section 313.805(3), RSMo, states the Commission has the power to adopt standards
under which all excursion gambling boat operations shall be held and standards for
the facilities within which the gambling operations are to be held. |
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19. | Section 313.805(6), RSMo, states the Commission may assess any appropriate
administrative penalty against a licensee, including, but not limited to, suspension,
revocation, and penalties of an amount determined by the Commission up to three
times the highest daily amount of gross receipts derived from wagering on the
gambling games, whether unauthorized or authorized, conducted during the previous
twelve months. |
|
20. | Section 313.812.14, RSMo, states a holder of any license is subject to imposition of
penalties, suspension or revocation of such license for any act or failure to act by
himself or his agents or employees, that is injurious to the public health, safety,
morals, good order and general welfare of the people of the state of Missouri, or that
would discredit or tend to discredit the Missouri gaming industry or the state of
Missouri. |
4
21. | Section 313.812.14(1), RSMo, states that a licensee may be disciplined for failing to
comply with or make provisions for compliance with Sections 313.800 to 313.850,
the rules and regulations of the commission or any federal, state or local law or
regulation. |
|
22. | Section 313.812.14(2), RSMo, states that a licensee may be disciplined for failing to
comply with any rule, order or ruling of the Commission or its agents pertaining to
gaming. |
|
23. | 11 CSR 45-5.053(2), states, It is the policy of the commission to require that all
riverboats and gaming conducted on riverboats be operated in a manner suitable to
protect the public health, safety, morals, good order and general welfare of Missouri.
Responsibility for the employment and maintenance of suitable methods of operation
rests with the holder of an operators license and willful or persistent use or toleration
of methods of operation deemed unsuitable will constitute grounds for disciplinary
action, up to and including license revocation. |
|
24. | 11 CSR 45-5.053(3)(A), states that the holder of a Class A license is expressly
prohibited from, failing to exercise discretion and good judgment to prevent
incidents which might reflect on the repute of the state of Missouri and act as a
detriment to the development of the industry. |
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25. | 11 CSR 45-5.053(3)(J), states that the holder of a Class A license is expressly
prohibited from permitting, any type of conduct on the riverboat which reflects
negatively on the repute of the state of Missouri or acts as a detriment to the gaming
industry. |
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26. | 11 CSR 45-4.020(10), states that rules adopted prior to May 30, 2008 which previously referred
to a Class A licensee shall refer to both a Class A licensee and a Class B licensee unless
specifically identified otherwise. |
|
27. | The actions or omissions of employees or agents of the President in purposely
downgrading the Presidents offerings and revenues, all of which has been injurious
to the people of the Missouri, violates Section 313.812.14, RSMo, 11 CSR 45-5.053(3)(A) & (J), and 11 CSR 45-5.053(2). The Company is subject to discipline for
such violations under Sections 313.807.1, 313.805(3) & (6), and 313.812.14(1) & (2),
RSMo. |
|
28. | Under Section 313.805(6), RSMo, the Commission has the power to assess an
appropriate administrative penalty against the President, as the holder of a Class B
license. |
5
THEREFORE, it is proposed that the Commission revoke the class B license of the President Riverboat
Casino Missouri, Inc. for the violations set forth herein.
/s/ James L. Mathewson | ||||
James L. Mathewson | ||||
Chairman Missouri Gaming Commission |
CERTIFICATE OF SERVICE
The undersigned hereby certifies that he caused a true and correct copy of the foregoing to be
mailed, postage prepaid, this 27th day of January, 2010, to:
Chris Strobbe, General Manager
President Riverboat Casino-Missouri, Inc.
1000 North Leonor K Sullivan Blvd.
St. Louis, MO 63102
President Riverboat Casino-Missouri, Inc.
1000 North Leonor K Sullivan Blvd.
St. Louis, MO 63102
/s/ James L. Mathewson | ||||
James L. Mathewson | ||||
Chairman Missouri Gaming Commission |
6
Exhibit A
Pinnacle Entertainment letterhead
June 2, 2009
Mr. Gene McNary, Executive Director
Missouri Gaming Commission
3417 Knipp Drive
Jefferson City, Missouri 65109
Missouri Gaming Commission
3417 Knipp Drive
Jefferson City, Missouri 65109
RE: Future of President Casino
Dear Mr. McNary:
In response to the Order of the Missouri Gaming Commission (MGC) issued on April 22, 2009,
Pinnacle Entertainment, Inc. (Pinnacle) provides the following response to the questions
included in the Order. I have repeated each of the MGCs questions in bold, which are followed by
our response.
1) | Prior to re-licensure, on July 19, 2010, the Admirals hull will lose its
ABS certification and will no longer be able to carry passengers. Assuming this date
holds true, |
a) | What, if any, are Pinnacles plan(s) to overcome this obstacle? |
Response: Pinnacle has
received an estimate for repairing the Admirals hull, which it is currently reviewing. In
recognition of the fact that the hull repair may not be feasible or cost-effective, Pinnacle is
also studying the feasibility of replacing the Admiral vessel with another vessel, most probably
with one of the boats it acquired from Harrahs in Lake Charles, Louisiana which are currently
being moored in Orange, Texas.
As previously reported to the MGC, Pinnacle also continues to work on the potential for
acquisition of a 30 acre site at the Chain of Rocks (the Chain of Rocks Site). The most likely
scenario at this point is that initially, Pinnacle would continue to operate the repaired or new
excursion gambling boat at the existing site with any proposed move to the Chain of Rocks Site or
other location to be accomplished at a later date. The following information in respect of the
Chain of Rocks Site was included in Pinnacles prior response to you and is provided again, with
relevant updates.
On July 2, 2008, Pinnacle entered into a Real Estate Option Contract with the Beth A.
Daniele Revocable Living Trust, for 30 acres of land located in the City of St. Louis at or near
11110-11180 Riverview Drive. To date, Pinnacle has completed title work and a survey of the
property. Pinnacle and Danieles counsel continue to make progress in obtaining removal of
title issues to the Chain of Rocks Site.
The survey completed on behalf of Pinnacle disclosed a pipeline easement in favor of Midwest
Pipeline which dissects the tract and provides that nothing can be built
or constructed over the easement without the written approval of the easement holder. Due diligence
indicated the easement has been abandoned and nothing was ever constructed by Midwest. Counsel for
the Daniele Trust filed a declaratory judgment action and quiet title suit in the St. Louis Circuit
Court, Twenty-Second Judicial Circuit of the State of Missouri entitled Beth A. Daniele, Trustee
of the Revocable Living Trust Agreement of Beth A. Daniele v. Midwest Pipeline, L.P., Cause No.
0822-CC09861. Service was had on Defendant by publication due to the fact that Midwest Pipeline was
no longer in business and a successor to Midwest Pipeline could not be identified. Defendant failed
to file an Answer and on May 19, 2009, a hearing was held. Defendant failed to appear at the
hearing wherein the Court granted Default Judgment in favor of Plaintiff and the easement was
abandoned. Daniele Counsel and Pinnacle are working with the title company on resolving several
technical concerns of the title company with whether a successor company to the original grantee
may need to release the same easement. Hopefully this last issue will be resolved and the exception
no longer outstanding.
The title work disclosed several other issues which would keep the Daniele Trust from
providing a clean title to the property as follows:
a. A stray deed existed on the property in favor of a Stephen Maeras and Jerry
Stephen Maeras dated December 28, 1961. Counsel for Daniele filed a declaratory judgment
action in the St. Louis Circuit Court, Twenty Second Judicial Circuit of the State of
Missouri entitled Beth A. Daniele, Trustee of the Revocable Living Trust Agreement of Beth
A. Daniele v. Jerry Stephen Maeras, Case No. 0822CC2135. An answer was filed by Maeras on
September 29, 2008. The Daniele Trust filed a Motion for Summary Judgment. On April 7, 2009,
the Court found in favor of Plaintiff and any and all right Defendant may have had in the
property was divested from Defendant to Beth A. Daniele. Daniele counsel and Pinnacle have
asked the title company to remove the exception on the basis of the decision of the Circuit
Court.
b. A Petition for Declaratory Judgment, Quiet Title and Conversion was filed on
behalf of Northshore Realty on October 15, 2008, against the Daniele Trust. A Notice of Lis
Pendens was filed on October 9, 2008. Northshore was formed as an LLC and had three members:
James Sauter, John Prindable and Anthony Daniele. In the lawsuit Northshore claims the Beth
Daniele Trust was set up to hold the Chain of Rocks property as a nominee of Northshore.
Northshore makes this claim to the title even though in 2002 Northshore transferred the fee
interest to the Beth A. Daniele Revocable Living Trust with no apparent reference to the
nominee status of the Trust. Three years later in 2005, Northshore filed an Affidavit with the
Recorder of Deeds claiming that the Trust held the property as a straw party. In 2006,
Northshore filed a second affidavit in which Northshore states that the straw party status is
canceled and of no further effect. Northshore further states in the cancellation that all
interest in the Daniele Trust vests in the Beth A. Daniele Revocable Living Trust and is not
subject to any interest of James J. Sauter and John T. Prindable. Motions for Summary Judgment
have been filed on behalf of the Daniele Trust and Anthony Daniele and Pier St. Louis which
are still pending hearing.
2
Because the Northshore title issue has not yet been resolved, the Daniele Trust and
Pinnacle entered into a Ninth Amendment to Real Estate Option Contract in May, 2009, providing
for an extension of the Initial Option term to July 31, 2009. There are also several normal
title related requirements that would need to be satisfied by Daniele including the removal of
the above additional title exceptions.
b) | Is there legal authority for the proposed action(s)? |
Response: Pinnacle is not aware
of any legal restriction on the MGCs authority to approve a repaired or new vessel at the
current Admiral site. In particular, RS 313,800 defines
excursion gambling boat as a boat, ferry or other floating facility licensed by the commission on which gambling games are allowed,
RS 313.812.1 sets out certain standards for excursion gambling boats. 11 CSR 45-6.010-.025 states
the regulatory standards for excursion gambling boats. Assuming that a repaired or new excursion
gambling boat meets all legal standards, the MGC may approve its operation by a licensee subject
to the Licensees filing of amendments to the relevant MGC exhibits to Licensees approved
application. It should also be noted that as a practical matter, no vessel has an unlimited life
and at some point, all excursion gambling boats would most likely have to undergo major repairs
or be replaced.
Pinnacle also believes that the MGC may approve a relocation of the current license to the
Chain of Rocks Site in the event that proves feasible. Attached as Exhibit 1 is the preliminary
analysis by Pinnacles counsel of the legal issues surrounding this possible move.
c) | Please address the following for
each business plan: |
| Timeline/events for project |
||
| Down time for gaming operations |
Response: Until it is determined whether repair or replacement of the existing excursion
gambling boat is the most feasible, it is difficult to provide an accurate estimate on either the
timeline or downtime. However, generally, we believe that the repair alternative would obviously
include a longer timeline and more downtime. If it is determined that the existing excursion
gambling boat will be replaced, we would intend to begin planning in the very near future. Such
planning would include (i) repair and refurbishing of one of the Harrahs boats or some other boat
that may be acquired; (ii) applying for and receiving approvals to move the new vessel to the
existing site; and (iii) applying for and receiving approval for the new vessel from ABS and the
MGC. The downtime for a replacement vessel would be significantly less, perhaps as little as up to
ninety (90) days (subject to receipt of all necessary approvals) after the new vessel arrives at
the exiting site. Pinnacle will also take necessary steps to mail a notice to all President guests
informing them of downtime as well as providing incentives for visiting Lumiere while the President
is closed. We hope this will minimize any revenue losses.
3
| Required changes to existing license |
Response: In the event that Pinnacle applies to the MGC for approval to repair or replace the
current excursion gambling boat for operation at the current location, there will be no required
changes to the existing Class A and Class B licenses. Similarly, Pinnacle believes that if it
applies to the MGC for approval to move the excursion gambling boat to a new location (e.g., Chain
of Rocks Site), the existing Class A and
Class Be licenses would remain the same (other than the approval for the specific
location of operation). See 11 CSR 45-4,020 and Exhibit 1.
| Third party approvals, inspections & certifications |
Response: Obviously, MGC approval
will be required for any repair/replacement of the excursion gambling boat, and for any move of
the excursion gambling boat. Additionally, ABS certification will be required for a repaired or
new excursion gambling boat. Pinnacle also contemplates that there will be certain approvals
required from the City of St. Louis. Pinnacle continues to study this issue and will update the
MGC with any new information on June 23, 2009, or as more information become available.
| Likelihood of success |
Response: Assuming that all required approvals are obtained for either alternative (i.e.,
repair or replacement at the existing site), Pinnacle believes that there is a reasonable
likelihood of success for the ongoing operations of the excursion gambling boat. Eventually, if
the excursion gambling boat is relocated to the Chain of Rocks Site (or some other site), we
believe that additional revenues could be generated. We currently estimate that the Chain of
Rocks Suite would cost at least $50 million to develop, including land acquisition, parking lot
and the vessel. That would be a substantial initial investment. However, given the variables
involved, including market and financing considerations, it is premature to provide an answer
that does not involve speculation.
| Long term prognosis |
Response: See response immediately above.
2) | Prior to relicensure, how does Pinnacle plan to improve the overall
operations and performance of the President Casino, including, but not limited to,
the following areas: |
a) | Operating hours |
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b) | Staffing |
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c) | Amenities |
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d) | Role/contributions to Community |
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e) | Gaming revenue |
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f) | Other categories affecting licensing. |
Response: As evidenced by the performance of Lumiere Place, we feel a better product leads to
better results. The April 2009 numbers represented a major accomplishment and was the largest
difference between Lumiere and Casino Queen revenues. Lumiere was able to exceed Casino Queen
revenues by approximately $4.3 million, thereby keeping these revenues within the State of
Missouri. With the changes we have made at the President, we have also been able to average
revenues of more than $2 million a month in the first four months of 2009. It is extremely
unfortunate that we have been unable to continue any momentum due to issues completely outside of
our control, specifically the flooding of the Mississippi River.
4
Even with a new or repaired vessel on the same site, we are still very much at the mercy of
the river. This impacts not only the opening and closing of the vessel, but also
available points of access and exit, as well as parking. The number of days closed in the last
fourteen months has been fifty-two days, but the number of days without levy parking is much
greater, approximately eight months out of the last fourteen months. The city also erects flood
walls prior to flooding which closes two out of three entry points to the President, Prior to
the closure in April of 2008, the vessel was not forced to close since April of 2002, for a
total of seven days.
Our goal with a new or repaired-vessel is to reestablish a gaming option that is still very
much for the value minded guest. Our approach will be to be comfortable, inviting and catering
to the local customer, with rewards based on loyalty and frequency. We will fill the role of
catering to different segments of the market. With the new vessel we will look to upgrade the
food offering, considering options like the normal buffel or a 24-hour diner, or a hybrid,
similar to what we have at Lumiere. This helps us to flex labor and keep product offerings fresh
based on demand. We would still look to have the same number of gaming positions that we have
now, all located on one level. This allows us to flex labor with volume as well as continue to
improve service levels. By controlling labor, we can reinvest more with marketing strategies to
drive more revenue. If we can continue to drive more revenue, we will in turn attempt to extend
hours to lead to even greater revenues. This in turn will lead to additional staffing.
Some of the key changes and improvements made in the first four months that have led
to profitability are detailed below.
Based on 2008 business volumes, it was necessary to review the staffing needs on the
President. In 2007 the President employed 523. Once Lumiere Place opened in 2009, 150 employees
transferred to Lumiere Place. In late 2008 and early 2009, we reduced staff by 125. The current
staffing levels at the President are 240.
Again, with Lumiere Place opening, both management teams coordinated efforts to become more
efficient in marketing and purchasing. On the marketing side, the review of the database led to a
change to variable cost play-base promotions, leading to less exposure to redeem no play as well as
fixed costs whether business was present or not. Coordinating the marketing calendars for Lumiere
Place and the President eliminated the confusion for customers and employees. This has enhanced the
loyalty factor in both properties and prevented competition on the marketing front.
Purchasing has seen several efficiencies and volume based savings with all contracts reviewed
and coordinated between the two properties, such as all food, beverage supplies, and collection
contracts. Efforts continue between the two properties on minority vendor contracts.
On the operation side, the closure of the Poker Room and the elimination of sixty-one hours of
operations in Table Games, moving all slot machines to one floor, and relocating deli to main
floor, and the closure of the buffet, along with reduced hours in slot operations has shown
profitable numbers.
5
We feel that our current staffing levels and hours of operation represent a base line, and
have helped us achieve profitability in the last three months. Revenue and volume increases will
lead to the additional hours and employees required which ultimately leads to a greater contribution
to the community. We view our contributions as a combined contribution from all Pinnacle
properties and our ability to contribute more to the community is based on driving volume and
revenues. We are at a point with the President where we are avoiding the expenses leading revenue
decisions made by the prior President owners that led to their bankruptcy.
Rest assured that our goal is to maximize the value of the license for our constituencies and
the State of Missouri. We are very focused on addressing all of the legal and operational issues
relating to our operations, as we have with all of our dealings in the State of Missouri, and to do
what is in the best interest of our stake holders, including the communities in which we operate.
We appreciate the opportunity to address these issues and look forward to meeting with the MGC
on June 23, 2009.
Sincerely, PINNACLE ENTERTAINMENT, INC. |
||||
By: | /s/ John A. Godfrey | |||
John A. Godfrey | ||||
Executive Vice President, General Counsel and Secretary |
6
Exhibit B
President Casino
Year | EGDs | Table Games | AGR | Admissions | ||||||||||||
1996 |
1,137 | 68 | $ | 70,036,123.00 | 3,583,318 | |||||||||||
1997 |
1,118 | 66 | $ | 63,699,958.00 | 3,373,674 | |||||||||||
1998 |
1,240 | 60 | $ | 57,589,734.00 | 3,015,066 | |||||||||||
1999 |
1,230 | 59 | $ | 59,253,097.00 | 3,125,669 | |||||||||||
2000 |
1,222 | 48 | $ | 60,417,285.00 | 3,878,234 | |||||||||||
2001 |
1,238 | 49 | $ | 64,840,032.00 | 3,829,663 | |||||||||||
2002 |
1,251 | 47 | $ | 79,115,932.00 | 4,232,438 | |||||||||||
2003 |
1,372 | 38 | $ | 73,443,945.00 | 3,851,361 | |||||||||||
2004 |
1,100 | 38 | $ | 71,843,574.00 | 3,659,048 | |||||||||||
2005 |
1,021 | 35 | $ | 71,371,201.00 | 3,552,354 | |||||||||||
2006 |
816 | 28 | $ | 71,798,659.00 | 3,367,614 | |||||||||||
Average |
1,159 | 49 | $ | 67,582,685.45 | 3,588,040 |
Exhibit C
Admissions | AGR | |||||||
Fiscal Year | Fiscal Year | |||||||
Average | Average $ | |||||||
Argosy |
453,581.67 | 16,187,814.83 | ||||||
Harrahs MH |
665,248.83 | 25,132,485.67 | ||||||
Harrahs KC |
433,577.17 | 15,746,501.50 | ||||||
Isle KC |
253,491.50 | 6,707,813.83 | ||||||
Lumiere Place |
642,360.83 | 17,305,623.00 | ||||||
Ameristar KC |
629,647.17 | 19,823,052.00 | ||||||
Ameristar SC |
706,100.33 | 24,317,835.17 | ||||||
Total Urban Area Average |
540,572.50 | 17,888,732.29 | ||||||
Isle Boonville |
192,272.33 | 6,727,579.83 | ||||||
Lady Luck |
81,146.00 | 2,701,174.17 | ||||||
Mark Twain |
102,007.83 | 2,993,940.17 | ||||||
St. Joseph |
108,282.50 | 3,080,693.33 | ||||||
Total Rural Area Average |
120,927.17 | 3,875,846.88 | ||||||
President |
95,854.83 | 1,794,329.00 |
Admission/AGR fiscal year average: Total admissions/AGR for fiscal year divided by
number of months in current fiscal year.
Total Admissions fiscal year average for urban/rural area: Total fiscal year averages
divided by number of casinos in area.
Exhibit D
Metro Casinos
Casino | Gaming Floor (sq.ft.) | Slots | Tables | |||||||||
Lumière |
75,000 | 2,041 | 69 | |||||||||
Harrahs St. Louis |
120,000 | 2,723 | 94 | |||||||||
Ameristar St. Chas. |
130,000 | 2,976 | 72 | |||||||||
River City |
90,000 | 2,100 | 65 | |||||||||
Argosy |
62,000 | 1,966 | 47 | |||||||||
Harrahs NKC |
63,300 | 1,758 | 62 | |||||||||
Ameristar KC |
140,000 | 2,997 | 72 | |||||||||
Isle of Capri KC |
45,300 | 1,201 | 22 | |||||||||
AVERAGE: |
90,700 | 2,220 | 63 |
President Casino
Gaming Floor (sq.ft.) | Slots | Tables | ||||||
27,993 |
690 | 9 |
Rural Casinos
Casino | Gaming Floor (sq.ft.) | Slots | Tables | |||||||||
Terribles St. Jo |
18,000 | 550 | 11 | |||||||||
Terribles M. T. |
18,000 | 650 | 14 | |||||||||
Isle of
Capri Bnvl. |
28,000 | 991 | 19 | |||||||||
Lady Luck |
21,400 | 652 | 15 | |||||||||
AVERAGE: |
21,350 | 711 | 15 |
President Casino
Gaming Floor (sq.ft) | Slots | Tables | ||||||
27,993 |
690 | 9 |