UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report (date of earliest event reported): June 18, 2007
FULL HOUSE RESORTS, INC.
(Exact Name of Registrant as Specified in Its Charter)
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| Delaware
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1-32583
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13-3391527 |
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(State or Other
Jurisdiction of
Incorporation)
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(Commission File
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(IRS Employer
Identification No.) |
4670 S. Fort Apache Road,, Suite 190
Las Vegas, Nevada 89147
(Address of principal executive office)
Registrant’s telephone number, including area code: (702) 221-7800
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions (see General Instruction A.2.
below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement.
On June 18, 2007, Full House Resorts, Inc. entered into a management reorganization agreement
with Harrington Raceway, Inc., the other member of Gaming Entertainment (Delaware) L.L.C., which
manages the Midway Slots & Simulcast operation at the Harrington raceway in Delaware. Pursuant to
this agreement, we have agreed to delegate to Harrington Raceway, Inc., the management of the
day-to-day operations of Gaming Entertainment (Delaware) L.L.C. In addition, the agreement states
that we will continue to receive our share of the management fees, provided that these fees are
subject to a minimum amount with at least a 5% increase each year over the 2006 base amount until
the end of the term of the management agreement in August of 2011. For 2008 that guaranteed
minimum increase will be 8%.
The foregoing description of the management reorganization agreement is qualified in its
entirety by the full text of such agreement, which is attached to this report on Form 8-K as
Exhibit 10.1 and is incorporated by reference into this report. The press release we issued
announcing this agreement is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits
(d) Exhibits.
The following exhibits are being furnished herewith:
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Description |
10.1
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Management Reorganization Agreement dated June 18, 2007 by and
between Full House Resorts, Inc. and Harrington Raceway, Inc. |
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99.1
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Press release dated June 19, 2007. |