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: OCTOBER 23, 1997
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AMERICAN BINGO & GAMING CORP.
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(Exact name of small business issuer as specified in its charter)
DELAWARE 1-13530 74-2723809
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(State or other jurisdiction of Commission (I.R.S. Employer
incorporation or organization) File Number Identification No.)
515 CONGRESS AVENUE, SUITE 1200, AUSTIN, TEXAS 78701
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(Address of principal executive offices)
(512) 472-2041
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(Registrant's telephone number)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
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LUCKY 4, SOUTHERN SPORT II AND V&A AMUSEMENT ACQUISITIONS
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On or about October 9, 1997, American Bingo & Gaming Corp. (the Company)
entered into contracts to acquire Lucky 4 Inc. (Lucky 4), Southern Sport II
(Southern), and V&A Amusement, LC (V&A), all South Carolina corporations
engaged in the video gaming machine business. These acquisitions were
retroactive to July 1, 1997.
These acquisitions will be consummated in stock-for-stock exchanges, with
American Bingo exchanging approximately 286,000 of its common shares for 100%
of all outstanding shares of Lucky 4, Southern and V&A. The Company believes
that the value of this consideration is approximately two times the expected
annual cash flows of these corporations. There is no cash consideration
involved in any of these acquisitions.
The Company will acquire all of the assets used in these businesses, including
equipment, machinery, real property, fixtures, leasehold interests, inventory,
prepaid expenses, contractual and leasehold rights and all other tangible and
intangible assets. The Company will likewise assume all liabilities related to
these assets. The Company will continue to use all acquired assets in the
gaming industry business.
The Company intends to account for these acquisitions as a pooling, assuming
that the transactions qualify; otherwise, these transactions will be accounted
for as purchases. If the transactions are treated as a purchase, the Company
will value this acquisition at the current fair market value of its issued
securities, less a discount for lack of marketability, pursuant to a
three-year Company lock-up on the sale of the securities.
The Lucky 4 acquisition involves consideration in excess of 10% of the
Company's total assets. The Southern and V&A acquisitions involve
consideration of less than 10% of the Company's total assets. Thus, the
Company intends to file all required financial statements and exhibits for the
Lucky 4 acquisition within 60 days under cover of Form 8.
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.
AMERICAN BINGO & GAMING CORP.
(Registrant)
October 23, 1997 By: /s/ Greg Wilson
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Greg Wilson, Principal Executive Officer
