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EX-99.1 - EX-99.1 - Gold Merger Sub, LLCd554712dex991.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): June 17, 2013

 

 

PINNACLE ENTERTAINMENT, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-13641   95-3667491

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

8918 Spanish Ridge Avenue, Las Vegas, Nevada   89148
(Address of principal executive offices)   (Zip Code)

Registrant’s Telephone Number, including area code: (702) 541-7777

N/A

(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))

 

 

 


Item 8.01 Other Events.

On June 17, 2013, Pinnacle Entertainment, Inc. (the “Company”) issued a press release announcing that the Company has reached an agreement in principle with the Bureau of Competition Staff of the Federal Trade Commission (“Commission”) that, subject to negotiation of a consent order, Commission approval and gaming regulatory approvals, would permit the consummation of the Company’s proposed acquisition of Ameristar Casinos, Inc. A copy of the press release is attached as Exhibit 99.1 to this Current Report of Form 8-K and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

No.

  

Description

Exhibit 99.1

   Press Release dated June 17, 2013, issued by Pinnacle Entertainment, Inc.


SIGNATURE

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.
    (Registrant)
Date: June 17, 2013     By:  

/s/ Elliot D. Hoops

      Elliot D. Hoops
      Vice President and Legal Counsel


EXHIBIT INDEX

 

Exhibit

No.

  

Description

Exhibit 99.1

   Press Release dated June 17, 2013, issued by Pinnacle Entertainment, Inc.