<PAGE>
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 12, 2000
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)
<PAGE>
ITEM 5. Other Events.
On June 12, 2000, Santa Fe Gaming Corporation (the "Company") and the
Company's subsidiary, Santa Fe Hotel Inc. entered into an agreement with Station
Casinos, Inc. ("Station") pursuant to which Santa Fe Hotel Inc. will sell
substantially all of its assets to Station for $205 million in cash, subject to
adjustment. In addition, the Company and Santa Fe Hotel Inc. will grant Station
a three-year option to purchase for $5 million, the approximately 20-acre parcel
of undeveloped real property located next to the Santa Fe Hotel and Casino.
In connection with the asset sale agreement, Station entered into a Credit
Agreement with another of the Company's subsidiaries, Pioneer Hotel Inc.,
pursuant to which Station will lend $36 million to Pioneer Hotel Inc. to be used
to satisfy, in part, Pioneer Hotel Inc.'s obligations under its Chapter 11 plan
of reorganization.
Consummation of the transactions is subject to satisfaction of various
conditions precedent, including approvals by Nevada state and local gaming
regulatory authorities.
A copy of the press release dated July 13, 2000 issued by the Company is
filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
herein by reference.
ITEM 7. Exhibits.
The following exhibits are filed with this Current Report on Form 8-K.
Exhibit No. Description
----------- -----------
10.76 Asset Purchase Agreement dated June 12, 2000 by and among
Santa Fe Hotel Inc., Santa Fe Gaming Corporation and Station
Casinos, Inc.
10.77 Credit Agreement dated as of June 12, 2000 by and between
Pioneer Hotel Inc. and Stations Casinos, Inc.
99.1 Press Release of Santa Fe Gaming Corporation dated June 13,
2000.
2
<PAGE>
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: June 16, 2000 By: /s/ Thomas K. Land
--------------------------------------------
Thomas K. Land
Senior Vice President and
Chief Financial Officer
3
