HG Vora Amends PENN Entertainment Stake, Signals Continued Interest
Ticker: PENN · Form: SC 13D/A · Filed: Jan 16, 2024 · CIK: 921738
Complexity: simple
Sentiment: neutral
Topics: insider-ownership, amendment, institutional-investor, activist-investing
TL;DR
**HG Vora updated their PENN stake, still a key player.**
AI Summary
HG Vora Capital Management, LLC, an investment firm, filed an Amendment No. 1 to its Schedule 13D on January 12, 2024, regarding its ownership in PENN Entertainment, Inc. This filing updates their previous disclosure, indicating a continued significant stake in the casino and entertainment company. For investors, this matters because HG Vora is a substantial shareholder, and their actions or stated intentions could influence PENN's stock price or strategic direction, especially given their history as an activist investor.
Why It Matters
This filing shows a major institutional investor, HG Vora Capital Management, is still actively involved with PENN Entertainment, which could signal confidence or potential future strategic moves.
Risk Assessment
Risk Level: medium — The risk is medium because while HG Vora's involvement could be positive, their past activism suggests they might push for changes, creating uncertainty.
Analyst Insight
An investor should monitor future filings from HG Vora Capital Management for any changes in their ownership percentage or stated intentions, as this could signal potential strategic shifts or activist pressure on PENN Entertainment.
Key Players & Entities
- HG Vora Capital Management, LLC (company) — the investment firm filing the SC 13D/A
- PENN Entertainment, Inc. (company) — the subject company in which HG Vora holds shares
- Christopher M. McLean (person) — authorized to receive notices for HG Vora Capital Management, LLC
- Jeffrey Katz (person) — contact at Ropes & Gray LLP, counsel for HG Vora
- January 12, 2024 (date) — date of the event requiring the filing of this statement
Forward-Looking Statements
- HG Vora Capital Management will continue to hold a significant stake in PENN Entertainment. (HG Vora Capital Management, LLC) — high confidence, target: Q2 2024
- HG Vora may engage in further discussions with PENN Entertainment's management regarding strategic initiatives. (PENN Entertainment, Inc.) — medium confidence, target: Q3 2024
FAQ
What is the purpose of this specific filing, SC 13D/A?
This is an Amendment No. 1 to a Schedule 13D, meaning HG Vora Capital Management, LLC is updating previously disclosed information regarding their beneficial ownership of PENN Entertainment, Inc. common stock, as required by the Securities Exchange Act of 1934.
Who is the subject company of this filing?
The subject company is PENN Entertainment, Inc., identified by CIK 0000921738 and CUSIP Number 707569109 for its Common Stock, par value $0.01 per share.
Who is the entity filing this Schedule 13D/A?
The entity filing this amendment is HG Vora Capital Management, LLC, located at 330 Madison Avenue, 21st Floor, New York, NY 10017.
What is the date of the event that triggered this amendment filing?
The date of the event which required the filing of this statement is January 12, 2024.
What type of securities are involved in this filing?
The securities involved are Common Stock, par value $0.01 per share, of PENN Entertainment, Inc.
Filing Stats: 890 words · 4 min read · ~3 pages · Grade level 12.3 · Accepted 2024-01-16 11:00:25
Key Financial Figures
- $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
Filing Documents
- g115240sc13da1.htm (SC 13D/A) — 36KB
- ex99_2.htm (EX-99.2) — 6KB
- header_logo.jpg (GRAPHIC) — 15KB
- footer.jpg (GRAPHIC) — 11KB
- 0001214659-24-000733.txt ( ) — 79KB
Purpose of Transaction
Item 4. Purpose of Transaction.
of the Original Schedule 13D is hereby amended and
Item 4 of the Original Schedule 13D is hereby amended and supplemented by adding the following to the end thereof: On January 12, 2024, the Reporting Persons sent a letter to the Issuer (the “Letter”) to bring to the Issuer’s attention the fact that the unequal allocation of members across each class of the Issuer’s Board of Directors is in violation of the Pennsylvania Business Corporation Law of 1988 and the Issuer’s Second Amended and Restated Articles of Incorporation and disenfranchises shareholders by artificially constricting the number of directors who may stand for re-election at the Company’s 2024 annual meeting. The foregoing description of the Letter is qualified in its entirety by reference to the full text of the Letter, a copy of which is attached as Exhibit 99.2 to this Amendment No. 1 and incorporated herein by reference.
Material to be Filed as Exhibits
Item 7. Material to be Filed as Exhibits.
of the Original Schedule 13D is hereby amended to
Item 7 of the Original Schedule 13D is hereby amended to add the following exhibit: Exhibit 99.2: Letter to PENN Entertainment, Inc., dated January 12, 2024. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. January 16, 2024 HG VORA CAPITAL MANAGEMENT, LLC By: /s/ Parag Vora Name: Parag Vora Title: Manager /s/ Parag Vora Parag Vora