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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): March 21, 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 March 22, 1999, Santa Fe Gaming Corporation, a Nevada corporation
(the "Company"), issued a press release announcing that the Company has
consented to have its Common and Preferred Stock removed from listing on the
American Stock Exchange.
A copy of the press release dated March 22, 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.
On March 21, 1999, the Company issued a press release announcing
that the United States Bankruptcy Court for the District of Nevada granted
the Company's motion to dismiss the Chapter 7 involuntary bankruptcy petition
filed on January 14, 1999.
A copy of the press release dated March 21, 1999 issued by the
Company is files as Exhibit 99.2 to this Current Report on Form 8-K and is
incorporated herein by reference.
ITEM 7. EXHIBITS.
The following exhibit is filed with this Current Report on Form 8-K.
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<CAPTION>
EXHIBIT NO. DESCRIPTION
- ----------- -----------
<S> <C>
99.1 Press Release of Santa Fe Gaming Corporation dated
March 22, 1999.
99.2 Press Release of Santa Fe Gaming Corporation dated
March 21, 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: March 22, 1999 By: /s/ Thomas K. Land
----------------------------
Thomas K. Land
Senior Vice President and
Chief Financial Officer
3
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EXHIBIT 99.1
SANTA FE GAMING CORPORATION
4949 NO. RANCHO DR.
LAS VEGAS, NV 89130
FOR IMMEDIATE RELEASE:
March 22, 1999
SANTA FE GAMING CORPORATION ANNOUNCES ITS
CONSENT TO HAVE ITS COMMON AND PREFERRED STOCK
REMOVED FROM LISTING ON THE AMERICAN STOCK
EXCHANGE
LAS VEGAS, NEV. - Santa Fe Gaming Corporation ("SFGC") (AMEX:SGM), a
diversified gaming company headquartered in Las Vegas, announced today it is
consenting to the removal of its Common and Preferred Stocks from the
American Stock Exchange (AMEX).
This action became necessary because the Company no longer fully satisfies
all of the guidelines of the AMEX for continued listing. The AMEX has advised
that the last day for trading of the Company's securities on the AMEX will be
Thursday, April 1,1999. The Company expects that a market for its securities
will develop over-the-counter following removal from the AMEX.
Santa Fe Gaming Corporation owns and operates the Santa Fe Hotel and Casino
in northwest Las Vegas and the Pioneer Hotel & Gambling Hall in Laughlin,
Nevada. In addition, the Company holds several real estate parcels for future
development within or in the area surrounding Las Vegas, Nevada.
CONTACT: Thomas K. Land
Chief Financial Officer
Santa Fe Gaming Corporation
702-658-4340
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EXHIBIT 99.2
SANTA FE GAMING CORPORATION
4949 NORTH RANCHO DRIVE
LAS VEGAS, NV 89130
FOR IMMEDIATE RELEASE
MARCH 21, 1999
SANTA FE GAMING CORPORATION ANNOUNCES BANKRUPTCY COURT
GRANTS MOTION TO DISMISS INVOLUNTARY PETITION
FILED BY MINORITY BONDHOLDERS OF PIONEER FINANCE CORP.
LAS VEGAS, NV. - Santa Fe Gaming Corporation ("SFGC") (AMEX:SGM), a
diversified gaming company headquartered in Las Vegas, announced today that
United States Bankruptcy Court for the District of Nevada ("Bankruptcy
Court") granted SFGC's motion to dismiss the Chapter 7 involuntary bankruptcy
petition filed on January 14, 1999 by three minority bondholders of Pioneer
Finance Corp. ("PFC") 13.5% Bonds due December 1, 1998 ("13.5% Notes"). PFC
is an indirect wholly owned subsidiary of SFGC, which guaranteed the 13.5%
Notes.
The Bankruptcy Court determined that granting the motion to dismiss pursuant
to section 305 of the bankruptcy code was appropriate at this time for
numerous reasons, including the pending PFC Chapter 11 voluntary petition. In
February 1999, PFC filed a Chapter 11 voluntary petition with the Bankruptcy
Court, in accordance with the terms of the Consent Solicitation, described
below. The Bankruptcy Court has required certain waivers of statutes of
limitation from SFGC and its affiliates, which SFGC expects to be executed
promptly. In the event such waivers are not obtained, the Bankruptcy Court
has suspended the involuntary proceeding for 180 days.
In November 1998, PFC accepted consents from approximately $45.8 million
principal amount or 75% of the 13.5% Notes in which the PFC bondholders
agreed, among other things, to forbear from exercising remedies as a result
of a failure by PFC to pay the outstanding principal balance of 13.5% Notes
at the December 1, 1998 maturity date and to vote to accept a PFC plan of
reorganization which proposes to treat the 13.5% Notes substantially in the
manner described in the Exchange Offer and Consent Solicitation, dated
October 23, 1998, as supplemented ("Consent Solicitation").
Santa Fe Gaming Corporation 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 parcels 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
