PURCHASE AGREEMENT By and Between PLAINVILLE GAMING AND REDEVELOPMENT, LLC (d/b/a Plainridge Park Casino), a Delaware limited liability company, as Seller, PENN NATIONAL GAMING, INC., a Pennsylvania corporation, as Seller Parent, and GOLD MERGER SUB,...Purchase Agreement • December 20th, 2017 • Penn National Gaming Inc • Hotels & motels • New York
THIS PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 17, 2017 (the “Effective Date”), by and between PLAINVILLE GAMING AND REDEVELOPMENT, LLC (d/b/a Plainridge Park Casino), a Delaware limited liability company (“Seller”), PENN NATIONAL GAMING, INC., a Pennsylvania corporation (“Seller Parent” and, together with Seller, each a “Seller Party” and, collectively, the “Seller Parties”), and GOLD MERGER SUB, LLC, a Delaware limited liability company (“Purchaser”).
MEMBERSHIP INTEREST PURCHASE AGREEMENT dated as of December 17, 2017, by and among BOYD GAMING CORPORATION, BOYD TCIV, LLC, as Purchaser, PENN NATIONAL GAMING, INC., as Parent, and, solely following the execution of a joinder, PINNACLE ENTERTAINMENT,...Membership Interest Purchase Agreement • December 20th, 2017 • Penn National Gaming Inc • Hotels & motels • New York
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 17, 2017 (the “Effective Date”), by and among Boyd Gaming Corporation, a Nevada corporation (“Boyd”), Boyd TCIV, LLC, a limited liability company organized under the laws of the state of Nevada and a wholly owned subsidiary of Boyd (“Purchaser”), Penn National Gaming, Inc., a Pennsylvania corporation (“Parent”), and, solely when such Person executes and delivers the Joinder, Pinnacle Entertainment, Inc., a Delaware corporation (“Seller”), and Pinnacle MLS, LLC, a Delaware limited liability company (“Seller Subsidiary” and, together with Seller, “Sellers”). Each of Boyd, Purchaser, Parent, Sellers and the Companies is referred to individually as a “party” and collectively as the “parties”. Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in Section 13.01.
CONSENT AGREEMENTConsent Agreement • December 20th, 2017 • Penn National Gaming Inc • Hotels & motels • New York
THIS CONSENT AGREEMENT (this “Agreement”) is made and entered into as of December 17, 2017 (the “Effective Date”), by and among Gaming and Leisure Properties, Inc. (“GLPI”), Gold Merger Sub, LLC, a Delaware limited liability company (“Pinnacle Landlord”), PA Meadows, LLC, a Delaware limited liability company, a wholly owned subsidiary of GLPI (together with its wholly owned subsidiaries, WTA II, Inc. and CCR Pennsylvania Racing, Inc., “Meadows Landlord”), Penn National Gaming, Inc., a Pennsylvania corporation (“Penn”), PNK Development 33, LLC, a Delaware limited liability company and wholly owned subsidiary of Pinnacle (“Meadows Tenant”), Pinnacle Entertainment, Inc. (“Pinnacle”) and Pinnacle MLS, LLC, a Delaware limited liability company and wholly owned subsidiary of Pinnacle (“Pinnacle Tenant”). Each of foregoing persons is referred to individually as a “Party” and collectively as the “Parties”. Unless otherwise specified herein, capitalized terms used herein and not otherwise defin
