Pinnacle Entertainment, Inc. Ameristar Lake Charles Holdings, LLC Ameristar Casino Lake Charles, LLC Las Vegas, Nevada 89148Membership Interests Purchase Agreement • March 3rd, 2014 • Pinnacle Entertainment Inc. • Hotels & motels
Reference is hereby made to that certain Membership Interests Purchase Agreement (the “Agreement”) dated as of July 24, 2013, by and among GNLC Holdings, Inc. (“Buyer”), Pinnacle Entertainment, Inc. (“Parent”), Ameristar Lake Charles Holdings, LLC (the “Member”), and Ameristar Casino Lake Charles, LLC (the “Company”), as amended prior to the date hereof. Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Agreement.
THIRD AMENDMENT TO MEMBERSHIP INTERESTS PURCHASE AGREEMENTMembership Interests Purchase Agreement • March 3rd, 2014 • Pinnacle Entertainment Inc. • Hotels & motels • Texas
This Transitional Services Agreement (together with the Schedules hereto, this “Agreement”) is made as of the 21st day of November, 2013 (the “Effective Date”), by and between Pinnacle Entertainment, Inc., a Delaware corporation (“Pinnacle”), and GNLC Holdings, Inc., a Louisiana corporation (“Buyer”). Pinnacle and Buyer may hereafter be referred to individually as a “Party” and collectively as the “Parties.”
AMENDMENT TO AGREEMENT FOR GUARANTEED MAXIMUM PRICE CONSTRUCTION SERVICESAgreement for Guaranteed Maximum Price Construction Services • March 3rd, 2014 • Pinnacle Entertainment Inc. • Hotels & motels
Pursuant to this AMENDMENT NO 001 (THIS “AMENDMENT”) TO AGREEMENT FOR GUARANTEED MAXIMUM PRICE CONSTRUCTION SERVICES, DATED AS OF AUGUST 5, 2011 (THE “AGREEMENT”), the Owner and Contractor hereby agree as follows:
AMENDMENTS TO THE THIRD AMENDED AND RESTATED SHAREHOLDERS AGREEMENT AND THE CONVERSION AGREEMENTShareholder Agreements • March 3rd, 2014 • Pinnacle Entertainment Inc. • Hotels & motels • British Columbia
These AMENDMENTS TO THE THIRD AMENDED AND RESTATED SHAREHOLDERS AGREEMENT AND THE CONVERSION AGREEMENT (collectively, this “Amendment”), dated as of November 21, 2013, is by and among (i) Asian Coast Development (Canada) Ltd., a British Columbia corporation (the “Company”), (ii) Harbinger II S.à r.l., Blue Line ACDL, Inc., Breakaway ACDL, Inc., Credit Distressed Blue Line Master Fund, Ltd., Global Opportunities Breakaway Ltd., Harbinger China Dragon Intermediate Fund, L.P., Harbinger Capital Partners Master Fund I, Ltd. (as applicable) and Harbinger Capital Partners Special Situations Fund, L.P. (as applicable), (iii) PNK Development 18, LLC, a Delaware limited liability company and a subsidiary of Pinnacle Entertainment, Inc., a Delaware corporation (such subsidiary, “Pinnacle”) and (iv) PNK Development 31, LLC, a Delaware limited liability company and a subsidiary of Pinnacle Entertainment, Inc., and is being entered into in order to amend (i) the Third Amended and Restated Sharehold
SECOND AMENDMENT TO THE THIRD AMENDED AND RESTATED SHAREHOLDERS AGREEMENT AND CONVERSION AGREEMENTShareholder Agreements • March 3rd, 2014 • Pinnacle Entertainment Inc. • Hotels & motels • British Columbia
This SECOND AMENDMENT TO THE THIRD AMENDED AND RESTATED SHAREHOLDERS AGREEMENT AND THE CONVERSION AGREEMENT (collectively, this “Amendment”), dated as of January 17, 2014, is by and among (i) Asian Coast Development (Canada) Ltd., a British Columbia corporation (the “Company”), (ii) Harbinger II S.à r.l., Blue Line ACDL, Inc., Breakaway ACDL, Inc., Credit Distressed Blue Line Master Fund, Ltd., Global Opportunities Breakaway Ltd., Harbinger China Dragon Intermediate Fund, L.P., Harbinger Capital Partners Master Fund I, Ltd. (as applicable) and Harbinger Capital Partners Special Situations Fund, L.P. (as applicable), (iii) PNK Development 18, LLC, a Delaware limited liability company and a subsidiary of Pinnacle Entertainment, Inc., a Delaware corporation (such subsidiary, “Pinnacle”) and (iv) PNK Development 31, LLC, a Delaware limited liability company and a subsidiary of Pinnacle Entertainment, Inc., and is being entered into in order to amend (a) the Third Amended and Restated Share
