-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, C32Yjh8I8tGDq4X5xSzZuIkLGZyyRUQJmW/BxnkmJFfpm1HOuULRFpyilAAyHr96 30CGWoujkguQguO/yGQ08w== 0001021408-02-004704.txt : 20020415 0001021408-02-004704.hdr.sgml : 20020415 ACCESSION NUMBER: 0001021408-02-004704 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020402 GROUP MEMBERS: HENRY B. TIPPIE FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ESTATE OF ROLLINS JOHN W SR CENTRAL INDEX KEY: 0001111547 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 2200 CONCORD PIKE CITY: WILMINGTON STATE: DE ZIP: 19803 MAIL ADDRESS: STREET 1: 2200 CONCORD PIKE CITY: WILMINGTON STATE: DE ZIP: 19803 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DOVER DOWNS GAMING & ENTERTAINMENT INC CENTRAL INDEX KEY: 0001162556 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-78179 FILM NUMBER: 02599551 BUSINESS ADDRESS: STREET 1: 2200 CONCORD PINE 15TH FL CITY: WILMINGTON STATE: DE ZIP: 19803 BUSINESS PHONE: 3024264600 MAIL ADDRESS: STREET 1: 1131 N DUPONT HIGHWAY CITY: DOVER STATE: DE ZIP: 19903 SC 13D 1 dsc13d.txt SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Dover Downs Gaming & Entertainment, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) $.10 Par Value Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 260095 10 4 - -------------------------------------------------------------------------------- (CUSIP Number) Henry B. Tippie, P.O. Box 26557, Austin, Texas 78755, (512) 346-1800 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 31, 2002 ________________________________________________________________________________ (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or, 240.13d-1(g), check the following box [_]. SCHEDULE 13D DOVER DOWNS GAMING & ENTERTAINMENT, INC. CUSIP NO. 260095 10 4 Page 2 of 6 (1) NAME OF REPORTING PERSON (a) Estate of John W. Rollins, Sr. (b) Henry B. Tippie, Executor of the Estate of John W. Rollins, Sr. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (a) E.I.N. # 54-6461824 (b) S.S. # ###-##-#### - ------------------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_] (b) [_] - ------------------------------------------------------------------------------- (3) SEC USE ONLY - ------------------------------------------------------------------------------- (4) SOURCE OF FUNDS* 00 - ------------------------------------------------------------------------------- (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [_] - ------------------------------------------------------------------------------- (6) CITIZENSHIP OR PLACE OF ORGANIZATION (a) State of Delaware (b) United States - ------------------------------------------------------------------------------- (7) SOLE VOTING POWER (a) 7,218,372 (b) 2,100,000 - ------------------------------------------------------------------------------- SCHEDULE 13D DOVER DOWNS GAMING & ENTERTAINMENT, INC. CUSIP NO. 260095 10 4 Page 3 of 6 NUMBER OF SHARES (8) SHARED VOTING POWER BENEFICIALLY OWNED (a) 0 OWNED BY EACH (b) 134,400 REPORTING PERSON WITH (9) SOLE DISPOSITIVE POWER (a) 7,218,372 (b) 2,100,000 (10) SHARED DISPOSITIVE POWER (a) 0 (b) 134,400 (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (a) 7,218,372 (b) 2,234,400 - ------------------------------------------------------------------------------- (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_] - ------------------------------------------------------------------------------- (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (a) 27.1% (b) 8.4% - ------------------------------------------------------------------------------- (14) TYPE OF REPORTING PERSON* (a) 00 (b) IN - ------------------------------------------------------------------------------- Item 1. Security and Issuer. The class of equity security to which this Schedule 13D relates is the Common Stock (the "Common Stock"), par value $.10 per share, of Dover Downs Gaming & Entertainment, Inc., a SCHEDULE 13D DOVER DOWNS GAMING & ENTERTAINMENT, INC. CUSIP NO.260095 10 4 Page 4 of 6 Delaware corporation (the "Company"). The Common Stock is publicly traded. The ownership reflected above includes both Common Stock and Class A Common Stock. All shares are Class A Common Stock with the exception of 105,000 shares of Common Stock owned by the wife of Mr. Tippie and 29,400 shares held in trust as to which Mr. Tippie is a Co-Trustee. Class A Common Stock is not publicly traded. Class A Common Stock entitles the holder to ten (10) votes per share and is convertible at any time into shares of Common Stock on a one-for-one basis at the option of the shareholder. As a result, under Rule 13d, a holder of Class A Common Stock is deemed to have beneficial ownership of the Common Stock which such shareholder may acquire upon conversion of the Class A Common Stock. The percentages set forth herein assume the conversion of all outstanding shares of Class A Common Stock into Common Stock. The principal office of the Company is located at 1131 N. DuPont Highway, Dover, Delaware 19901. Item 2. Identity and Background. This Schedule 13D is filed by the Estate of John W. Rollins, Sr. (the "Estate") and Henry B. Tippie, both as executor of the Estate and individually ("Mr. Tippie"). The Estate and Mr. Tippie are not a "group" within the meaning of Section 13(d) and are filing on the same Schedule for convenience only. The Estate came into existence upon the death of John W. Rollins, Sr. on April 4, 2000. The Estate's business address is 2200 Concord Pike, Wilmington, Delaware 19803. Letters Testamentary upon the Estate were in due form of law granted unto Mr. Tippie on April 7, 2000. Mr. Tippie's business address is 3420 Executive Center Drive, N.W., Suite 163, Austin, TX 78731. Mr. Tippie is Chairman of the Board and of the Executive Committee of the Company, Chairman of the Board and Chief Executive Officer of Tippie Services, Inc., and a Director of various other public and private companies. During the last five years, neither Mr. Tippie nor the Estate were convicted in a criminal proceeding. During the last five years, neither Mr. Tippie nor the Estate were a party to a civil proceeding of a judicial or administrative body of competent jurisdiction in which, as a result of such proceeding, either was or is subject to any judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Mr. Tippie is a citizen of the United States of America. SCHEDULE 13D DOVER DOWNS GAMING & ENTERTAINMENT, INC. CUSIP NO. 260095 10 4 Page 5 of 6 Item 3. Source and Amount of Funds or Other Consideration. This section is not applicable to either the Estate nor Mr. Tippie. There is no consideration involved because the Common Stock has been acquired by dividend in connection with the tax-free spin-off of the Company from Dover Downs Entertainment, Inc. Item 4. Purpose of Transaction. Please refer to Item 3. Neither the Estate nor Mr. Tippie have any plans or proposals which relate to any of the matters requiring disclosure under this Item 4. Item 5. Interest in Securities of the Issuer. (a) Estate: 7,218,372 shares of Class A Commons Stock or 27.1% of the shares of Common Stock and Class A Common Stock outstanding based on the Company's most recent filing with the Securities Exchange Commission. Mr. Tippie: Mr. Tippie beneficially owns 2,100,000 shares of Class A Common Stock and 134,400 shares of Common Stock or 8.4% of the shares of Common Stock and Class A Common Stock outstanding. This includes 29,400 shares of Common Stock held as Co-Trustee and 105,000 shares of Common Stock held by his wife. (b) Please refer to Items 7 through 9 on pages 2 and 3 and Item 5(a) above. (c) None. (d) None. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Not applicable. Item 7. Material to be filed as Exhibits. None. SCHEDULE 13D DOVER DOWNS GAMING & ENTERTAINMENT, INC. CUSIP NO. 260095 10 4 Page 6 of 6 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. Estate of John W. Rollins, Sr. Date: March 31, 2002 /s/ Henry B. Tippie By Henry B. Tippie, Executor /s/ Henry B. Tippie Henry B. Tippie, Individually Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001) -----END PRIVACY-ENHANCED MESSAGE-----