Attached files
| file | filename |
|---|---|
| EX-10.14 - FLORIDA GAMING CORP | v169296_ex10-14.htm |
| EX-10.17 - FLORIDA GAMING CORP | v169296_ex10-17.htm |
| EX-10.16 - FLORIDA GAMING CORP | v169296_ex10-16.htm |
| EX-10.18 - FLORIDA GAMING CORP | v169296_ex10-18.htm |
| EX-10.15 - FLORIDA GAMING CORP | v169296_ex10-15.htm |
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 11,
2009
FLORIDA
GAMING CORPORATION
(Exact
name of registrant as specified in its charter)
|
Delaware
|
0-9099
|
59-1670533
|
|
(State
or other jurisdiction
|
(Commission
File No.)
|
(I.R.S.
Employer
|
|
of
incorporation)
|
Identification
No.)
|
|
3500
NW 37th
Avenue, Miami, FL 33142
|
|
(Address
of principal executive offices) (Zip
code)
|
(502) 589-2000
(Registrant’s
telephone number, including area code)
Not
Applicable
(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:
|
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
¨
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
¨
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
|
1.01
|
Entry
into a Material Definitive
Agreement.
|
On December 11, 2009, Florida Gaming
Corporation, a Delaware corporation, and its wholly-owned subsidiary Florida
Gaming Centers, Inc., a Florida corporation (collectively, the “Company”),
borrowed Five Hundred Thousand Dollars ($500,000) from Nurmi Properties, LLC, a
Delaware limited liability company, and Robinette Investments, LLC, a Florida
limited liability company (collectively, the “Lenders”) pursuant to a Note among
the Company and the Lenders dated December 11, 2009 (the “Note”). The
outstanding principal balance of the Note bears interest at an annual rate of
13%. The Company must make monthly payments of accrued interest only
on the 11th day of
each month with the first payment of interest due January 11, 2010. The entire
outstanding principal balance of the Note, plus accrued but unpaid interest, is
due in full on the Note’s maturity date of December 11, 2010. The
Company has the right to prepay the Note in full or in part, but must pay to the
Lenders a prepayment penalty equal to 3% of the prepaid amount if the prepayment
occurs before February 11, 2010, 2% of the prepaid amount if the prepayment
occurs after February 11, 2010 but before April 11, 2010, or 1% of the prepaid
amount if the prepayment occurs after April 11, 2010 but before May 11,
2010. No prepayment penalty is due if the Company makes a prepayment
after May 11, 2010.
The Company’s obligations under the
Note are secured by a first mortgage in favor of the Lenders on the real estate
at the Company’s Miami Jai Alai facility and a security interest in the
Company’s tangible and intangible property at that facility, all pursuant to a
Mortgage and Security Agreement among the Company and the Lenders, a Security
Agreement among the Company and the Lenders, and an Assignment of Rents and
Leases among the Company and the Lenders, each of which is dated December 11,
2009 (collectively with the Note, the “Loan Documents”).
In connection with the consummation of
the loan from the Lenders to the Company, Florida Gaming Corporation issued to
an affiliate of the Lenders, Steven Craig, a Warrant to purchase 30,000 shares
of the Company’s common stock at an exercise price of $6.00 per
share. The warrant may be exercised at any time between December 11,
2009 and December 11, 2011.
The Loan Documents and the Warrant
contain other standard terms and conditions which are not summarized
herein. The Loan Documents and the Warrant are attached as exhibits
hereto.
|
2.03
|
Creation
of a Direct Financial Obligation of a
Registrant
|
The information provided in Item 1.01
of this Form 8-K is incorporated by reference in this Item
2.03.
|
Item
9.01
|
Financial
Statements and Exhibits
|
(d)
- Exhibits
10.14 Note dated December 11, 2009
among the Company and the Lenders
10.15 Mortgage and Security Agreement
dated December 11, 2009 among the Company and the Lenders
10.16 Security Agreement dated December
11, 2009 among the Company and the Lenders
10.17 Assignment of Rents and Leases
dated December 11, 2009 among the Company and the Lenders
10.18
Warrant to purchase 30,000 shares of common stock dated December 11,
2009
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
| FLORIDA GAMING CORPORATION | |||
|
Date: December
17, 2009
|
By:
|
/s/ W. Bennett Collett | |
| W. Bennett Collett | |||
| Chairman and CEO | |||