0001209191-13-006453.txt : 20130205
0001209191-13-006453.hdr.sgml : 20130205
20130205163110
ACCESSION NUMBER: 0001209191-13-006453
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130205
FILED AS OF DATE: 20130205
DATE AS OF CHANGE: 20130205
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Zenni James Joseph JR
CENTRAL INDEX KEY: 0001530898
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54085
FILM NUMBER: 13574375
MAIL ADDRESS:
STREET 1: 150 FIELD DRIVE
STREET 2: STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Affinity Gaming
CENTRAL INDEX KEY: 0001499268
STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011]
IRS NUMBER: 020815199
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3755 BREAKTHROUGH WAY
STREET 2: SUITE 300
CITY: LAS VEGAS
STATE: NV
ZIP: 89135
BUSINESS PHONE: (702) 341-2400
MAIL ADDRESS:
STREET 1: 3755 BREAKTHROUGH WAY
STREET 2: SUITE 300
CITY: LAS VEGAS
STATE: NV
ZIP: 89135
FORMER COMPANY:
FORMER CONFORMED NAME: Affinity Gaming, LLC
DATE OF NAME CHANGE: 20110630
FORMER COMPANY:
FORMER CONFORMED NAME: Herbst Gaming, LLC
DATE OF NAME CHANGE: 20100816
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Z Capital Partners, L.L.C.
CENTRAL INDEX KEY: 0001515358
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54085
FILM NUMBER: 13574380
BUSINESS ADDRESS:
STREET 1: 150 FIELD DRIVE, STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
BUSINESS PHONE: 847-235-8100
MAIL ADDRESS:
STREET 1: 150 FIELD DRIVE, STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Zenni Holdings LLC
CENTRAL INDEX KEY: 0001530859
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54085
FILM NUMBER: 13574379
BUSINESS ADDRESS:
STREET 1: 150 FIELD DRIVE
STREET 2: STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
BUSINESS PHONE: 847-235-8100
MAIL ADDRESS:
STREET 1: 150 FIELD DRIVE
STREET 2: STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Z Capital Special Situations Adviser LP
CENTRAL INDEX KEY: 0001530860
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54085
FILM NUMBER: 13574378
BUSINESS ADDRESS:
STREET 1: 150 FIELD DRIVE
STREET 2: STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
BUSINESS PHONE: 847-235-8100
MAIL ADDRESS:
STREET 1: 150 FIELD DRIVE
STREET 2: STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Z Capital Special Situations Fund GP LP
CENTRAL INDEX KEY: 0001530861
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54085
FILM NUMBER: 13574377
BUSINESS ADDRESS:
STREET 1: 150 FIELD DRIVE
STREET 2: STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
BUSINESS PHONE: 847-235-8100
MAIL ADDRESS:
STREET 1: 150 FIELD DRIVE
STREET 2: STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Z Capital Special Situations Fund UGP LLC
CENTRAL INDEX KEY: 0001530862
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54085
FILM NUMBER: 13574376
BUSINESS ADDRESS:
STREET 1: 150 FIELD DRIVE
STREET 2: STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
BUSINESS PHONE: 847-235-8100
MAIL ADDRESS:
STREET 1: 150 FIELD DRIVE
STREET 2: STE 300
CITY: LAKE FOREST
STATE: IL
ZIP: 60045
4
1
c480423_4x0.xml
MAIN DOCUMENT DESCRIPTION
X0306
4
2013-02-05
0001499268
Affinity Gaming
NONE
0001515358
Z Capital Partners, L.L.C.
150 FIELD DRIVE, STE 300
LAKE FOREST
IL
60045
0
0
1
0
0001530859
Zenni Holdings LLC
150 FIELD DRIVE, STE 300
LAKE FOREST
IL
60045
0
0
1
0
0001530860
Z Capital Special Situations Adviser LP
150 FIELD DRIVE, STE 300
LAKE FOREST
IL
60045
0
0
1
0
0001530861
Z Capital Special Situations Fund GP LP
150 FIELD DRIVE, STE 300
LAKE FOREST
IL
60045
0
0
1
0
0001530862
Z Capital Special Situations Fund UGP LLC
150 FIELD DRIVE, STE 300
LAKE FOREST
IL
60045
0
0
1
0
0001530898
Zenni James Joseph JR
150 FIELD DRIVE, STE 300
LAKE FOREST
IL
60045
0
0
1
0
Common Shares
2013-02-05
4
P
0
823488
12.00
A
6096046.4
I
See footnotes
Common Shares
2013-02-05
4
P
0
74971
11.875
A
6171017.4
I
See footnotes
Includes Common Shares ("Shares") acquired pursuant to trades entered into prior to the Issuer's announced adoption of the Rights Agreement (the "Rights Agreement") on December 21, 2012 between the Issuer and American Stock Transfer & Trust Company, LLC, as Rights Agent. The Issuer has confirmed that it will deem prospective buyers under any pending trades entered into prior to the announced adoption of the Rights Agreement on December 21, 2012 to have beneficially owned such Shares for purposes of the Rights Agreement as of the date such trades were entered into, subject to certain conditions. Accordingly, the acquisition of the Shares reported herein does not in any way trigger the provisions of the Rights Agreement.
Includes 3,523,936.23 Shares that may be deemed to be indirectly beneficially owned by Z Capital Special Situations Adviser, L.P. ("Special Adviser"), as the investment adviser of certain private funds; Z Capital Partners, L.L.C. ("Z Capital"), as the general partner of Special Adviser; Zenni Holdings, LLC ("Zenni Holdings"), as the managing member of Z Capital; and James J. Zenni ("Mr. Zenni"), as the President of Z Capital and the sole owner of Zenni Holdings. Also includes 2,572,110.17 Shares that may be deemed to be indirectly beneficially owned by Z Capital Special Situations Fund GP, L.P. ("Special GP"), as the manager of certain private funds; Z Capital Special Situations Fund UGP, L.L.C. ("Special UGP"), as the general partner of Special GP; Z Capital, as the managing member of Special UGP; Zenni Holdings, as the managing member of Z Capital; and Mr. Zenni, as the President of Z Capital and the sole owner of Zenni Holdings.
Each Reporting Person disclaims beneficial ownership of the Shares reported herein except to the extent of his or its pecuniary interest therein.
Includes 3,598,907.23 Shares that may be deemed to be indirectly beneficially owned by Special Adviser, as the investment adviser of certain private funds; Z Capital, as the general partner of Special Adviser; Zenni Holdings, as the managing member of Z Capital; and Mr. Zenni, as the President of Z Capital and the sole owner of Zenni Holdings. Also includes 2,572,110.17 Shares that may be deemed to be indirectly beneficially owned by Special GP, as the manager of certain private funds; Special UGP, as the general partner of Special GP; Z Capital, as the managing member of Special UGP; Zenni Holdings, as the managing member of Z Capital; and Mr. Zenni, as the President of Z Capital and the sole owner of Zenni Holdings.
Z CAPITAL PARTNERS, L.L.C., By: /s/ James J. Zenni, Name: James J. Zenni, Title: President
2013-02-05
ZENNI HOLDINGS, LLC, By: /s/ James J. Zenni, Name: James J. Zenni, Title: Sole Owner
2013-02-05
Z CAPITAL SPECIAL SITUATIONS ADVISER, L.P. By: Z Capital Partners, L.L.C., General Partner By: /s/ James J. Zenni Name: James J. Zenni Title: President
2013-02-05
Z CAPITAL SPECIAL SITUATIONS FUND GP, L.P., By: Z Capital Special Situations UGP, L.L.C., General Partner, By: Z Capital Partners, L.L.C., Managing Member, By: /s/ James J. Zenni, Name: James J. Zenni, Title: President
2013-02-05
Z CAPITAL SPECIAL SITUATIONS FUND UGP, L.L.C., By: Z Capital Partners, L.L.C., Managing Member, By: /s/ James J. Zenni, Name: James J. Zenni, Title: President
2013-02-05
/s/ James J. Zenni
2013-02-05