Penn National's in April bought-out the Zia Park Racetrack and Black Gold Casino in New Mexico and is planning to open new facilities in Pennsylvania and Maine by 2008.

Penn National said today in a statement that investors will get $67 a share in cash, which is 31 percent above yesterday's closing share price. Company has a debt of $2.8 billion, which is to be repaid by new owners.

``They have a very stable management, and it's a very well run company,'' said Dan Ahrens, a Dallas-based portfolio manager for the Ladenburg Thalmann Gaming and Casino Fund, which is the owner of Penn National shares. ``There certainly could be higher offers. I see very, very little downside risk.''

Penn National, which is located in Wyomissing, Pennsylvania, will be the last casino company, which will be acquired by investment firms, which have an ability to generate cash and are connected with the real estate sector. Starting from 2006, all casino companies agreed to acquisitions, including such companies as Kerzner International Ltd., Aztar Corp., Station Casinos Inc. and Harrah's Entertainment Inc.

This agreement enables the company to have higher bids during the next 45 days. Chief Executive Officer Peter Carlino and other members of the management team will remain with the company, Penn National said.

Peter M. Carlino, Penn's CEO, said: "This is a very attractive valuation for our shareholders, at a time when the financial markets are recognizing the strong investment rationale for gaming companies."

``Due to the scarcity of quality regional assets, we can't rule out competing bids at this point,'' Joseph Greff, an analyst at Bear Stearns Cos. in New York, said today in a research note.

Harry Curtis, an analyst at J.P. Morgan Securities Inc., wrote in another note that the price of $67 a share values Penn at about 10.3 times 2008 estimated earnings before interest, taxes, depreciation and amortization before taking into account construction in progress. That's less than Harrah's and Aztar deals, which he valued at between 11 times and 12 times 2008 Ebitda. Using that method of calculation, Curtis estimated Penn could raise for between $73 and $80 a share. Curtis, based in New York, rates shares as ``overweight.''

Penn representative said the transaction is expected to be completed within the next 12 months to 16 months, pending approval from state and federal regulators. The firms will pay an additional 1.49 cents a day a share for each day beyond June 15, 2008, the deal isn't finished.

With so many states needed to approve the acquisition, investors are taking a possible delay into account, said the Gaming Fund's Ahrens. The difference between the share price and the offer ``is only the time value of money,'' he said.

According to MarketAxess data, Penn National's 6.75 percent bonds maturing in March 2015 jumped more than 4 cents on the dollar on Friday to 103.75 cents, up from 99.625 on June 8, its latest significant trade.- Alla Harutyunyan for HULIQ.COM