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FLORIDA GAMING CORP Form 8-K: Current report

FLORIDA GAMING CORP Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2014-07-28: Form 8-K; Period of report 2014-07-22; Description 1.03 Bankruptcy or Receivership; 3.03 Material Modification to Rights of Security Holders; Details 1.03.
  • 2014-05-01: Form 8-K; Period of report 2014-04-30; Description 2.01 Completion of Acquisition or Disposition of Assets; Details 2.01.
  • 2014-04-10: Form 8-K; Period of report 2014-04-07; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events; Details 1.01.
  • 2014-04-07: Form 8-K; Period of report 2014-04-07; Description 8.01 Other Events; Details 8.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2014-07-288-K2014-07-221.03 Bankruptcy or Receivership; 3.03 Material Modification to Rights of Security Holders1.03 As previously disclosed by Florida Gaming Corporation (the “Company”), on August 19, 2013, the Company and its subsidiary, Florida Gaming Centers, Inc. (“Centers,” and collectively with the Company, the “Debtors”) filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Florida (the “Bankruptcy Court”), case no.
3.03 Pursuant to the Plan, all equity interests in the Company (including outstanding shares of common stock, preferred stock, options, warrants or contractual or other rights to acquire any equity interests of the Company) will be deemed cancelled on the Effective Date.
v384778_8k.htm
2014-05-018-K2014-04-302.01 Completion of Acquisition or Disposition of Assets2.01 On April 30, 2014, Florida Gaming Corporation (the “Company”) and its wholly-owned subsidiary, Florida Gaming Centers, Inc. (“Centers,” and collectively with the Company, the “Debtors”) completed the disposition of substantially all of their assets pursuant to an Asset Purchase Agreement (the “Purchase Agreement”) by and among the Debtors and Fronton Holdings, LLC (“Fronton”).v376922_8-k.htm
2014-04-108-K2014-04-071.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
1.02 The information set forth at Item 1.01 of this Current Report on Form 8-K is hereby incorporated into this Item 1.02.
1.03 The information set forth at Item 1.01 of this Current Report on Form 8-K is hereby incorporated into this Item 1.03.
2.03 The information set forth at Item 1.01 of this Current Report on Form 8-K is hereby incorporated into this Item 2.03.
8.01 As previously reported, on March 20, 2014, the Bankruptcy Court entered an order approving a Settlement Agreement (the “Settlement Agreement”) by and among (i) the Company, Centers, Tara Club Estates, Inc., and Freedom Holding, Inc.; (ii) the Committee of Unsecured Creditors of the Company and Centers in their respective bankruptcy cases, case no.
v374434_8k.htm
2014-04-078-K2014-04-078.01 Other Events8.01 On March 26, 2014, Florida Gaming Corporation (the “Company”) and its wholly-owned subsidiary, Florida Gaming Centers, Inc. (“Centers”), conducted an auction (the “Auction”) under the provisions of Chapter 11 (“Chapter 11”) of Title 11 of the United States Bankruptcy Code (“Bankruptcy Code”) to determine the highest and best bid for substantially all of Centers’ assets.v374084_8k.htm
2014-03-268-K2014-03-201.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership1.01 Entry into a Material Definitive Agreement.
1.03 On March 20, 2014, the United States Bankruptcy Court for the Southern District of Florida (the “Bankruptcy Court”) entered an order approving a Settlement Agreement (the “Settlement Agreement”) by and among (i) Florida Gaming Corporation (the “Company”), its wholly-owned subsidiaries, Florida Gaming Centers, Inc. (“Centers”) and Tara Club Estates, Inc. (“Tara Club”), and Freedom Holding, Inc. (“Freedom”); (ii) the Committee of Unsecured Creditors (the “Committee”) of the Company and Centers in their respective bankruptcy cases, case no.
v372520_8k.htm
2013-12-318-K2013-12-301.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.v364321_8k.htm
2013-10-298-K2013-10-238.01 Other Events8.01 As previously reported, on August 19, 2013, Florida Gaming Corporation and its wholly-owned subsidiary, Florida Gaming Centers, Inc., each filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Florida (the “Bankruptcy Court”) seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code.v358528_8k.htm
2013-09-068-K2013-08-308.01 Other Events8.01 As previously reported, on August 19, 2013, Florida Gaming Corporation (the “Company”) and its wholly-owned subsidiary, Florida Gaming Centers, Inc., each filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Florida (the “Bankruptcy Court”) seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”).v354482_8k.htm
2013-08-218-K2013-08-191.03 Bankruptcy or Receivership1.03 On August 19, 2013, Florida Gaming Corporation and its wholly-owned subsidiary, Florida Gaming Centers, Inc. (collectively, the “Company”) each filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Florida (the “Bankruptcy Court”), case no.v353486_8k.htm
2013-08-068-K2013-07-318.01 Other Events8.01 On July 31, 2013, Silvermark LLC notified Florida Gaming Corporation (the “Company”) and Florida Gaming Centers, Inc. that it had exercised its right to extend the expiration time under the Stock Purchase Agreement until 11:59 P.M., E.T on August 30, 2013.v352046_8k.htm
2013-07-038-K2013-06-278.01 Other Events8.01 On June 27, 2013, Florida Gaming Centers, Inc. (“Centers”), the wholly owned subsidiary of Florida Gaming Corporation (the “Company”), received a valuation report from Jefferies LLC.v349231_8k.htm
2013-06-138-K2013-06-071.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.v347724_8k.htm
2013-06-078-K/A2013-03-274.01 Changes in Registrant's Certifying Accountant4.01 Appointment of Morrison, Brown, Argiz & Farra, LLC as Principal Accountant.v347314_8ka1.htm
2013-06-068-K2013-05-318.01 Other Events8.01 On May 30, 2013, Florida Gaming Corporation (the “Company”) and its wholly owned subsidiary, Florida Gaming Centers, Inc. (“Centers”) were given notice by Silvermark LLC (“Silvermark”) that Silvermark had exercised its right to extend the expiration time under the Stock Purchase Agreement among the Company, Centers and Silvermark until 11:59 P.M., E.T on June 28, 2013.v347163_8k.htm
2013-05-148-K2013-05-081.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.v344992_8k.htm
2013-04-268-K2013-04-221.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.v342783_8k.htm
2013-04-028-K2013-03-274.01 Changes in Registrant's Certifying Accountant4.01 As previously reported, on March 18, 2013, David Jonas as Receiver (the “Receiver”) for Florida Gaming Centers, Inc. (“Centers”), the wholly-owned subsidiary, and primary operating asset, of the Registrant, appointed Morrison, Brown, Argiz & Flora, LLC (“Morrison”) as the new accountants to perform the audit of Centers for its fiscal year ended December 31, 2012.v340246_8k.htm
2013-03-228-K2013-03-184.01 Changes in Registrant's Certifying Accountant4.01 As previously reported, on November 2, 2012, the Circuit Court of the Eleventh Judicial Circuit in and for Miami-Dade County, Florida (the “Court”) entered an order appointing David Jonas as Receiver (the “Receiver”) for Florida Gaming Centers, Inc. (“Centers”), the wholly-owned subsidiary, and primary operating asset, of the Registrant.v339046_8k.htm
2013-03-018-K2013-02-255.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.07 At the Special Meeting of Stockholders of Florida Gaming Corporation (the “Company”) held on February 25, 2013, the stockholders (i) approved the sale of all of the issued and outstanding stock of the Company’s wholly owned subsidiary, Florida Gaming Centers, Inc. as contemplated by the Stock Purchase Agreement (the “Stock Purchase Agreement”) by and among the Company, Florida Gaming Centers, Inc., and Silvermark LLC dated as of November 25, 2012 (as it may be amended from time to time in accordance with the terms thereof) (the “Sale Proposal”), and (ii) approved the adjournment or postponement of the Special Meeting, if necessary or appropriate, to solicit additional proxies if there were insufficient votes at the time of the Special Meeting to approve the Sale Proposal.v336850_8k.htm
2013-02-258-K2013-02-228.01 Other Events8.01 On February 22, 2013, Florida Gaming Corporation (the “Company”) and its wholly owned subsidiary, Florida Gaming Centers, Inc. (“Centers”) entered into an Amendment to Stock Purchase Agreement with Silvermark LLC pursuant to which the parties agreed to extend the date by which Silvermark is required to obtain a commitment of title insurance and to conduct a survey of certain real property under the parties’ Stock Purchase Agreement dated as of November 25, 2012.v336111_8k.htm
2012-11-298-K2012-11-251.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.v329378_8k.htm
2012-11-268-K2012-11-258.01 Other Events8.01 On November 25, 2012, the Board of Directors of Florida Gaming Corporation (the “Company”) unanimously approved the Company’s sale of its wholly owned subsidiary, Florida Gaming Centers, Inc. (“Centers”).v329275_8k.htm
2012-11-088-K2012-11-021.03 Bankruptcy or Receivership1.03 On November 2, 2012, the Circuit Court of the Eleventh Judicial Circuit in and for Miami-Dade County, Florida (the “Court”) entered an order appointing David Jonas as Temporary Receiver for certain real and personal property owned by Florida Gaming Centers, Inc. (“Centers”), the wholly-owned subsidiary, and primary operating asset, of the Registrant.v327787_8k.htm
2012-10-248-K2012-10-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 (b) On October 19, 2012, effective immediately, the board of directors of Florida Gaming Centers, Inc. (“Centers”), the wholly owned subsidiary of Florida Gaming Corporation (the “Company”), terminated the engagement of David S. Jonas as Centers’ Chief Restructuring Officer.
8.01 On October 18, 2012, ABC Funding, LLC, on behalf of certain of Centers’ lenders, filed motions requesting the immediate appointment of David S. Jonas as receiver to take operational control of Centers.
v326590_8k.htm
2012-10-018-K2012-09-255.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (c) On September 25, 2012, effective immediately, David S. Jonas, age 51, was appointed the Chief Restructuring Officer of Florida Gaming Centers, Inc. (“Centers”), the wholly owned subsidiary of Florida Gaming Corporation (the “Company”) pursuant to an Engagement Letter between Mr. Jonas and Centers.v324796_8k.htm
2012-09-118-K2012-09-058.01 Other Events8.01 On September 5, 2012, as more fully described below, two complaints were filed against Florida Gaming Corporation (the “Company”) and its wholly owned subsidiaries, Florida Gaming Centers, Inc. (“Centers”) and Tara Club Estates, Inc. (“Tara Club”).v323485_8k.htm
2012-07-138-K2012-07-091.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 On July 9, 2012, the Registrant entered into amended and restated Non-Plan Stock Option Agreements (the “Agreements”) with Freedom Holding, Inc. (“Freedom”) and Sheila Mitchell (collectively with Freedom, the “Optionees”) which extended options held by the Optionees to purchase a total of 325,000 shares (the “Shares”) of the Registrant’s $0.20 par value common stock (the “Options”).
3.02 The disclosure set forth in Item 1.01 above is hereby incorporated into this Item 3.02.
5.02 (e) On July 9, 2012, the Registrant’s board of directors (the “Board”) adopted the Registrant’s Fourth Amended and Restated Master Stock Option Plan (the “Fourth Master Plan”).
v318487_8k.htm
2011-09-268-K2011-09-201.01 Entry into a Material Definitive Agreement; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement2.04 The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.04.v235755_8k.htm
2011-07-218-K2011-06-161.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events8.01 The information provided in Item 1.01 of this Form 8-K with regard to the Undeveloped Property is incorporated by reference in this Item 8.01.v229407_8k.htm
2011-04-278-K2011-04-251.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
1.02 The response to Item 1.01 with respect to the Deed in Lieu of Foreclosure is incorporated by reference in this Item 1.02.
2.03 The information set forth in Item 1.01 is hereby incorporated by reference in this Item 2.03.
3.02 The response to Item 1.01 with respect to the Company Warrants is incorporated by reference in this Item 3.02.
5.01 (b) Concurrent with the closing of the financing under the Credit Agreement, William B. Collett, William B. Collett, Jr. and the Hurd Family Partnership, L.P. (the “Pledgors”) entered into the Freedom Pledge Agreement (the “Freedom Pledge Agreement”) with ABC Funding, LLC.
5.02 Concurrent with the closing of the financing under the Credit Agreement, the Board of Directors of the Company implemented a management succession plan to provide leadership for the Company going forward.
v219611_8k.htm
2011-02-018-K2011-01-261.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv209741_8-k.htm
2011-01-068-K2010-12-311.01 Entry into a Material Definitive Agreementv207520_8k.htm
2010-10-208-K2010-10-141.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets1.01 On October 14, 2010, Florida Gaming Centers, Inc. (“Centers”), a Florida corporation and wholly owned subsidiary of Florida Gaming Corporation (the “Registrant”), a Delaware corporation, entered into and consummated a Partnership Interest Purchase Agreement (the “Purchase Agreement”) with West Flagler Associates, Ltd. (“Flagler”), a Florida limited partnership, pursuant to which Centers sold and assigned to Flagler its entire twenty-one percent (21%) interest (the “Partnership Interest”) in Summer Jai Alai, a Florida general partnership.
2.01 The information in Item 1.01, above, is incorporated into this Item 2.01.
v199515_8k.htm
2010-09-088-K2010-09-011.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv196202_8k.htm
2010-07-088-K2010-07-011.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv190172_8k.htm
2010-06-088-K2010-06-021.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The information provided in Item 1.01 of this Form 8-K is incorporated by reference in this Item 2.03.
v187665_8k.htm
2010-05-048-K2010-04-281.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv183369_8k.htm
2010-04-228-K2010-04-161.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv181839_8k.htm
2010-03-248-K2010-03-198.01 Other Events8.01 On March 19, 2010, the Florida Gaming Corporation (the “Company”), a Delaware corporation, and Florida Gaming Centers, Inc., a Florida corporation 100% of the stock of which is owned by the Company, were served with a complaint (the "Complaint") by Isle of Capri Casinos, Inc. ("Isle").v178414_8-k.htm
2010-03-058-K2010-03-011.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv176523_8k.htm
2010-03-058-K2010-03-018.01 Other Events8.01 On March 1, 2010, Florida Gaming Corporation (the “Registrant”), a Delaware corporation, and its subsidiary, Florida Gaming Centers, Inc. (“Centers”), a Florida corporation, were served with a complaint (the “Complaint”) by Isle of Capri Casinos, Inc. (“Isle”).v176496_8k.htm
2010-02-108-K2010-02-041.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv173688_8k.htm
2010-01-078-K2009-12-312.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangementv170718_8k.htm
2009-12-178-K2009-12-111.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv169296_8k.htm
2009-10-138-K2009-10-071.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv162760_8k.htm
2009-09-258-K2009-09-011.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv161308_8k.htm
2009-08-208-K2009-08-141.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv158708_8k.htm
2009-05-068-K2009-05-011.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv148233_8k.htm
2009-04-158-K2009-04-061.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv146288_8k.htm
2009-01-088-K2008-12-311.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 Creation of a Direct Financial Obligation or an obligation under an off-Balance Sheet Arrangement of a Registrant.
v136445_8k.htm
2008-10-318-K2008-10-298.01 Other Eventsv130324_8k.htm
2008-09-268-K2008-09-248.01 Other Eventsv127339_8k.htm
2008-08-128-K2008-06-261.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv122789_8k.htm
2007-06-208-K2007-06-153.02 Unregistered Sales of Equity Securitiesv078849_8k.htm
2006-05-038-K2006-04-283.02 Unregistered Sales of Equity Securitiesv041874_8-k.htm
2004-11-048-K2004-10-291.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantv08096.htm
2001-12-068-K2001-10-318.01 Other Eventsa2065187z8-k.htm
1999-03-058-K1999-02-182.01 Completion of Acquisition or Disposition of Assets
1998-09-238-K1998-09-082.01 Completion of Acquisition or Disposition of Assets
1998-02-098-K/A1997-11-268.01 Other Events
1997-12-118-K1997-11-262.01 Completion of Acquisition or Disposition of Assets; 8.01 Other Events
1997-10-108-K/A1997-09-248.01 Other Events
1997-09-268-K1997-09-248.01 Other Events
1997-07-148-K1997-07-107.01 Regulation FD Disclosure
1997-05-018-K1997-05-018.01 Other Events
1997-04-088-K1997-04-047.01 Regulation FD Disclosure
1997-03-178-K/A1996-12-318.01 Other Events
1997-02-108-K/A1996-12-319.01 Financial Statements and Exhibits
1997-01-318-K1997-01-168.01 Other Events
1997-01-148-K1996-12-312.01 Completion of Acquisition or Disposition of Assets
1996-12-308-K1996-12-137.01 Regulation FD Disclosure
1996-11-268-K1996-11-258.01 Other Events
1996-10-248-K1996-10-098.01 Other Events
1996-09-278-K1996-09-122.01 Completion of Acquisition or Disposition of Assets
1996-03-128-K1996-02-138.01 Other Events
1996-01-178-K1995-12-228.01 Other Events
1995-09-188-K1995-09-158.01 Other Events
1995-08-318-K1995-08-288.01 Other Events
1995-08-188-K1995-08-148.01 Other Events
1995-06-298-K1995-06-218.01 Other Events