-----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, ATpSlyWC/5/s8qYY0x416FiyfoQIsnFf9in7a3fD5fQJ8vDncmVKu7ih1KTVj/Cx k+hnOSBuFpN9dGHV6U9SAQ== 0000898430-00-000696.txt : 20000309 0000898430-00-000696.hdr.sgml : 20000309 ACCESSION NUMBER: 0000898430-00-000696 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000308 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000308 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PINNACLE ENTERTAINMENT INC CENTRAL INDEX KEY: 0000356213 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-RACING, INCLUDING TRACK OPERATION [7948] IRS NUMBER: 953667491 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13641 FILM NUMBER: 563759 BUSINESS ADDRESS: STREET 1: 330 NORTH BRAND BOULEVARD STREET 2: SUITE 1110 CITY: GLENDALE STATE: CA ZIP: 91203-2308 BUSINESS PHONE: 8186625900 MAIL ADDRESS: STREET 1: 330 NORTH BRAND BOULEVARD STREET 2: SUITE 1110 CITY: GLENDALE STATE: CA ZIP: 91203-2308 FORMER COMPANY: FORMER CONFORMED NAME: HOLLYWOOD PARK INC/NEW/ DATE OF NAME CHANGE: 19920703 8-K 1 FORM 8-K 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): March 8, 2000 PINNACLE ENTERTAINMENT, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-10619 95-3667491 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.)
330 N. Brand Boulevard, Suite 1100, Glendale, California 91203 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (818) 662-5900 Item 5. Other Events. On March 8, 2000, Pinnacle Entertainment, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference. Item 7. Exhibits. 99.1 Press Release dated March 8, 2000. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PINNACLE ENTERTAINMENT, INC. Date: March 8, 2000 By: /s/ Paul R. Alanis --------------------------- Paul R. Alanis President and Chief Operating Officer Exhibit Index ------------- Exhibit Description - ------- ----------- 99.1 Press Release dated March 8, 2000. EX-99.1 2 PRESS RELEASE DATED MARCH 8, 2000 Exhibit 99.1 ------------ Pinnacle Entertainment Receives Acquisition Offer From Harveys Casino Resorts April 18, 2000 Shareholders Meeting Postponed GLENDALE, Calif., March 8 /PRNewswire/ -- Pinnacle Entertainment, Inc. (NYSE: PNK -- news; formerly known as Hollywood Park, Inc.) announced today that it had - --- ---- received a proposal pursuant to which Harveys Casino Resorts would acquire all of the outstanding shares of common stock of Pinnacle Entertainment for cash at $25 per fully diluted share. The proposal is subject to, among other things, the execution of a definitive agreement containing the customary terms and conditions, including regulatory approval, and the agreement of Pinnacle Entertainment's senior management to retain an equity interest in the combined company. Pinnacle Entertainment's board of directors, excluding management members, will be evaluating the proposal and has agreed to negotiate on an exclusive basis through the end of March 2000. Harveys Casino Resorts is majority owned by Colony Capital, a private investment firm. In connection with the above announcement, the Company has postponed its upcoming shareholders meeting previously announced for April 18, 2000. The Company anticipates it will set a new date for the shareholders meeting in the next few weeks. Pinnacle Entertainment is a diversified gaming company that owns and operates eight casinos (four with hotels) in Nevada, Mississippi, Louisiana and Argentina, two of which are the subject of pending sale transaction. Pinnacle Entertainment receives lease income from two card club casinos, both in the Los Angeles metropolitan area; and owns and operates the Turf Paradise horse racing facility in Arizona that is the subject of a pending sale transaction. The company is also constructing the Belterra Resort and Casino, a major hotel/casino complex in Southern Indiana, approximately 35 miles southwest of Cincinnati. . (The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. Forward-looking information involves important risks and uncertainties that could significantly affect future results and, accordingly, such results may differ from those expressed in forward-looking statements made by or on behalf of the Company, including statements related to the completion of the sale of Pinnacle Entertainment to Harveys Casino Resorts. Pinnacle Entertainment cautions that these statements are qualified by important factors that could cause actual results to differ materially from those reflected by the forward-looking statements contained herein. Such factors include, but are not limited to, the failure of either Pinnacle Entertainment or Harveys Casino Resorts to fulfill the conditions necessary to complete the transaction, as well as other risks as detailed from time to time in Pinnacle Entertainment's filings with the Securities and Exchange Commission. For more information on the potential factors that could affect the Company's financial results, review the Company's filings with the Securities and Exchange Commission, including the Company's annual report on Form 10-K and the Company's other filings with the SEC.) For more information on Pinnacle Entertainment, Inc. via facsimile at no cost, call 1- 800-PRO-INFO and dial company code PNK. -----END PRIVACY-ENHANCED MESSAGE-----