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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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)
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<S> <C> <C>
Delaware 0-10619 95-3667491
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
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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
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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.
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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
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Paul R. Alanis
President and Chief Operating Officer
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Exhibit Index
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Exhibit Description
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99.1 Press Release dated March 8, 2000.
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Exhibit 99.1
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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
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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.
