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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): September 1, 1999
SANTA FE GAMING CORPORATION
(Exact Name of Registrant as Specified in Charter)
NEVADA 1-9481 88-0304348
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
4949 NORTH RANCHO DRIVE
LAS VEGAS, NEVADA 89130
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (702) 658-4300
NONE
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On September 1, 1999, Santa Fe Gaming Corporation, a Nevada
corporation (the "Company"), issued a press release announcing the approval
of the Joint Disclosure Statement filed by its subsidiaries, Pioneer Finance
Corp. ("PFC") and Pioneer Hotel Inc. ("PHI") in the United States Bankruptcy
Court (the "Bankruptcy Court") Chapter 11 proceedings involving PFC and PHI
and the dismissal of the involuntary bankruptcy petition filed with respect
to the Company.
A copy of the press release dated September 1, 1999 issued by the
Company is filed as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
In May 1999, PFC was advised that a holder of its $13.5 million
First Mortgage Notes due 1998 (the "13.5% Notes") that provided a consent in
PFC's Exchange Offer/Consent Solicitation in November 1998 attempted to
transfer or did transfer an interest in approximately $3.0 million principal
amount of 13.5% Notes to Hudson Bay Investors LLC ("HBI"), an affiliate of
Hudson Bay Partners, LLC, without complying with the restriction on transfer
to which such 13.5% Notes are subject. In July 1999, PFC commenced an
adversary action in the Bankruptcy Court seeking injunctive relief preventing
the transfer without strict compliance with the terms of the restriction on
transfer. HBI has filed a counterclain against PFC in the Bankruptcy Court
which seeks, among other items, to prevent PFC and the Trustee from
interfering with the effectuation of the transfer of the 13.5% Notes to HBI.
The Company has replied to the counterclaim. The parties have yet to begin
discovery proceedings in this action.
ITEM 7. EXHIBITS.
The following exhibit is filed with this Current Report on Form 8-K.
EXHIBIT NO. DESCRIPTION
99.1 Press Release of Santa Fe Gaming Corporation dated
September 1, 1999.
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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.
SANTA FE GAMING CORPORATION
Date: September 7, 1999 By: /s/ THOMAS K. LAND
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Thomas K. Land
Senior Vice President and
Chief Financial Officer
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EXHIBIT 99.1
SANTA FE GAMING CORPORATION
4949 NO. RANCHO DR.
LAS VEGAS, NV 89130
FOR IMMEDIATE RELEASE:
THURSDAY, SEPTEMBER 2, 1999
SANTA FE GAMING CORPORATION ANNOUNCES
APPROVAL OF JOINT DISCLOSURE STATEMENT FILED BY PIONEER
FINANCE CORP. AND PIONEER HOTEL INC. AND
DISMISSAL OF INVOLUNTARY BANKRUPTCY PETITION
Las Vegas, Nevada. - Santa Fe Gaming Corporation (OTC Bulletin Board:
SGMG)("SFGC") announced that on Monday, August 30, 1999, the United States
Bankruptcy Court for the District of Nevada entered an order approving the
Disclosure Statement filed to accompany the joint plan of reorganization by
Pioneer Finance Corp ("PFC") and Pioneer Hotel Inc ("PHI") in their voluntary
proceedings for reorganization under Chapter 11. The joint plan of
reorganization was filed in accordance with the consents obtained from holders
of approximately 75% of the outstanding principal amount of 13.5% First Mortgage
Notes ("13.5% Notes"), pursuant to which PFC agreed to file for relief under
Chapter 11 and the consenting holders agreed to vote to accept a plan of
reorganization substantially similar to the treatment proposed in the Offering
Circular and Consent Solicitation Statement, dated October 23, 1998, as amended
(the "Consent Solicitation"). The Court tentatively set October 25, 1999 for
commencement of confirmation hearings on the joint plan of reorganization.
In addition, the Bankruptcy Court announced a decision on Friday August
20, 1999, to dismiss the involuntary petition filed against SFGC in January 1999
by certain holders of 13.5% notes issued by PFC who did not consent to the
Consent Solicitation. The decision to dismiss the involuntary proceedings was
issued after SFGC filed the necessary waivers from insiders required by the
Court, pursuant to an order dated March 19, 1999. The order of dismissal is
subject to the Company filing a supplemental agreement and declaration by an
insider with respect to certain transactions.
Santa Fe Gaming owns and operates the Santa Fe Hotel and Casino in
northwest Las Vegas and the Pioneer Hotel and Gambling Hall in Laughlin, Nevada.
In addition, SFGC holds several real estate parcel for development within or in
the area surrounding Las Vegas, Nevada.
CONTACT: Thomas K. Land
Chief Financial Officer
Santa Fe Gaming Corporation
702-658-4340
