REGISTRATION RIGHTS AGREEMENT Dated as of October 30, 2013 by and among PENN NATIONAL GAMING, INC. andRegistration Rights Agreement • November 4th, 2013 • Penn National Gaming Inc • Hotels & motels • New York
Contract Type FiledNovember 4th, 2013 Company Industry JurisdictionThis Agreement is made pursuant to the Purchase Agreement dated as of October 21, 2013, by and among the Company and the Initial Purchasers (the “Purchase Agreement”), which provides for, among other things, the sale by the Company to the Initial Purchasers of an aggregate of $300,000,000 principal amount of the Company’s 5.875% Senior Notes due 2021 (the “Notes”) as described in the Purchase Agreement. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Company has agreed to provide to the Initial Purchasers and their direct and indirect transferees the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the closing under the Purchase Agreement.
SUPPLEMENTAL INDENTURE Dated as of October 29, 2013 to INDENTURE Dated as of August 14, 2009Supplemental Indenture • November 4th, 2013 • Penn National Gaming Inc • Hotels & motels • New York
Contract Type FiledNovember 4th, 2013 Company Industry JurisdictionThis SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 29, 2013, between Penn National Gaming, Inc., a Pennsylvania corporation (the “Company”), and Wells Fargo Bank, National Association, a national banking association, as trustee under the Indenture referred to below (the “Trustee”). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Indenture.