-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HqM+3/2KE/F20BQTyiN7DpgLqiIo16PV69doMFxA54er/30SeGEfk5p+JbI7yAk6 fhNWEn7AuHw+6P8sX9n1Ug== 0001104659-04-006912.txt : 20040310 0001104659-04-006912.hdr.sgml : 20040310 20040310165651 ACCESSION NUMBER: 0001104659-04-006912 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040224 ITEM INFORMATION: Acquisition or disposition of assets FILED AS OF DATE: 20040310 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SHUFFLE MASTER INC CENTRAL INDEX KEY: 0000718789 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 411448495 STATE OF INCORPORATION: MN FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20820 FILM NUMBER: 04660766 BUSINESS ADDRESS: STREET 1: 1106 PALMS AIRPORT DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89119 BUSINESS PHONE: 7028977150 8-K 1 a04-3309_18k.htm 8-K

 

United States

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):  February 24, 2004

 

 

SHUFFLE MASTER, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Minnesota

(State or Other Jurisdiction of Incorporation or Organization)

 

0-20820

 (Commission File Number)

 

41-1448495

(IRS Employer Identification No.)

 

 

 

 

 

 

 

 

 

 

1106 Palms Airport Drive

Las Vegas, Nevada

(Address of Principal Executive Offices)

 

 

 

89119-3720

(Zip Code)

 

 

 

 

 

 

 

 

 

 

Registrant’s telephone number, including area code: (702) 897-7150

 

 

 

 

 

 

 

Item 2.  Acquisition or Disposition of Assets

 

On February 24, 2004, Shuffle Master, Inc. (the “Company”) acquired certain assets of BET Technology, Inc., a privately held corporation that develops and distributes table games to casinos throughout North America.

 

The acquired assets include the Fortune Pai Gow®, Royal Match 21™ and Casino War® table games and related patents, trademarks and other intellectual property, as well as the “BET Technology, Inc.” name.

 

The acquisition price includes fixed installments and a promissory note, which is secured as set forth in the acquisition agreement (the “Agreement”), with contingent installment payments.  The fixed installments comprise $6 million that was paid on the closing date and, subject to the terms of the Agreement, $4 million that is payable on August 24, 2004.  Subject to other terms and conditions, the contingent installments are based on future revenue performance of Fortune Pai Gow.  Beginning November 2004, the Company will pay monthly note installments based on a percentage of such revenue for a period of up to ten years, not to exceed $12 million.  The Company expects to fund the acquisition price with existing cash and cash flow from operations.   The acquisition will be accounted for as a business combination, and, accordingly, the acquisition price will be allocated among the fair values of the assets acquired.

 

The acquired installed base of Fortune Pai Gow, Royal Match 21, and Casino War table games is approximately 1,100 units.  Operating results from the acquired assets will be included in the Company’s financial statements beginning March 1, 2004.

 

 

 

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SIGNATURE

 

 

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 thereunto duly authorized.

 

 

SHUFFLE MASTER, INC.

 

(Registrant)

 

Date:

March 10, 2004

 

 

 

 

 

 

 

 

  /s/ Mark L. Yoseloff

 

Mark L. Yoseloff

 

Chairman and Chief Executive Officer

 

 

 

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