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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): December 29, 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.)
4336 LOSEE ROAD, #9
NORTH LAS VEGAS, NEVADA 89030
(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)
4949 N. Rancho Dr
Las Vegas, NV 89130
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ITEM 5. Other Events.
On December 29, 2000, Pioneer Hotel Inc. completed the transfer of the
real, personal and intangible property used in the operation of the Pioneer
Hotel and Gambling Hall, in Laughlin, Nevada (the "Pioneer") in accordance with
Section 351 of the code.
The transfer was completed in a series of transactions, with an aggregate
value of $36.0 million, (collectively, the "Transactions"). In connection with
the Transactions, approximately $35.0 million was used to retire first mortgage
indebtedness due Santa Fe Hotel Inc. ("SFHI"), a subsidiary of the Company. PHI
agreed to lease and license substantially all of the assets transferred for a
period of twenty years under which it will continue to operate the Pioneer. The
Company and SFHI have guaranteed the lease and SFHI has secured its guarantee
obligation.
A copy of the press release dated January 5, 2001 issued by the Company is
filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
herein by reference. Copies of the agreements relating to the transfer of the
real, personal and intangible property are also filed as exhibits to this
Current Report on Form 8-K.
ITEM 7. Exhibits.
The following exhibits are filed with this Current Report on Form 8-K.
Exhibit No. Description
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10.66 Lease Agreement between HAHF Pioneer, LLC as landlord
and Pioneer Hotel Inc., as tenant dated December 29,
2000.
10.67 Guaranty by Santa Fe Gaming Corporation, guarantor;
Pioneer Hotel Inc., tenant and guarantor and Santa Fe
Hotel Inc., guarantor dated December 29, 2000.
10.68 Exchange Agreement among Pioneer LLC, as transferor;
Pioneer Hotel Inc., as tenant; HAHF Pioneer LLC as
transferee and Heller Affordable House of Florida,
Inc., dated December 29, 2000.
10.69 Master Lease Agreement by and between PDS Gaming
Corporation-Nevada and Pioneer Hotel Inc. dated
December 29, 2000.
10.70 Lease Schedule No. 1 to Master Lease Agreement by and
between PDS Gaming Corporation-Nevada and Pioneer Hotel
Inc. dated December 29, 2000.
10.71 Guaranty by and between PDS Gaming Corporation-Nevada
and Santa Fe Gaming Corporation dated December 29,
2000.
99.1 Press Release of Santa Fe Gaming Corporation dated
January 5, 2001.
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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: January 5, 2001 By: /s/ Thomas K. Land
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Thomas K. Land
Senior Vice President and
Chief Financial Officer
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