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EX-99.1 - EX-99.1 - Diamond Resorts International, Inc.d56576dex991.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): October 21, 2015

 

 

Diamond Resorts International, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35967   46-1750895

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

10600 West Charleston Boulevard, Las Vegas, Nevada   89135
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: 702-684-8000

                                     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))

 

 

 


Item 7.01 Regulation FD Disclosure.

On October 21, 2015, Diamond Resorts International, Inc. (the “Company”) issued a press release, which provides a statement from the Company’s management in response to a letter received from FrontFour Capital Group LLC and ADW Capital Partners L.P. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

  

Description

99.1    Press Release of Diamond Resorts International, Inc., dated October 21, 2015 (furnished herewith).


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.

 

    Diamond Resorts International, Inc.

October 21, 2015

    By:   /s/ Jared T. Finkelstein
    Name:   Jared T. Finkelstein
    Title:   Senior Vice President-General Counsel and Secretary