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 Exchange Act of 1934
Date of Report (Date of earliest event reported): December 17, 2010
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 Number)
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(IRS Employer Identification No.) |
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4670 S. Fort Apache Road, Suite 190
Las Vegas, Nevada
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89147 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: 702-221-7800
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Item 1.01 |
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Entry into a Material Definitive Agreement. |
The information provided in Item 2.03 below is incorporated herein by reference.
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| Item 2.03 |
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
As previously announced, on October 29, 2010, Full House Resorts, Inc. (the “Company”), as
borrower, entered into a Credit Agreement (the “Credit Agreement”) with the financial institutions
from time to time listed therein (the “Lenders”) and Wells Fargo Bank, National Association (“Wells
Fargo”) as administrative agent for the Lenders, as collateral agent for the Secured Parties (as
defined in the Credit Agreement), as security trustee for the Lenders, as Letters of Credit Issuer
and as Swing Line Lender.
On December 17, 2010, the Company entered into a Commitment Increase Agreement and related
Assignment Agreements with Wells Fargo and certain Lenders (the “Commitment”). The Commitment
increases the funds available under the Credit Agreement from $36 million to $38 million,
consisting of a $33 million term loan and a revolving line of credit of $5 million. All other
terms of the Credit Agreement remain materially unchanged by the Commitment.
The preceding summary of the Commitment is qualified in its entirety by reference to the full text
of such agreements, copies of which are attached as Exhibits 10.1, 10.2 and 10.3 hereto and
incorporated herein by reference.
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| Item 7.01 |
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Regulation FD Disclosure. |
On December 20, 2010, the Company issued a press release announcing its entry into the Commitment.
A copy of this press release is attached hereto as Exhibit 99.1. The information contained in
Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except
as expressly set forth by specific reference in such a filing
Section 9 — Financial Statements and Exhibits
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| Item 9.01 |
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Financial Statements and Exhibits. |
(d) Exhibits
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10.1 |
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Commitment Increase Agreement dated December 17, 2010 by and among the Company,
Bank of Nevada and Wells Fargo. |
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10.2 |
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Assignment Agreement dated December 17, 2010 by and among the Company, Bank of
Nevada and Wells Fargo. |
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10.3 |
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Assignment Agreement dated December 17, 2010 by and among the Company, Bank of
Nevada, Capital One, N.A. and Wells Fargo. |
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99.1 |
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Press release issued by the Company on December 20, 2010. |
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