-----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, EbFpZxNWdn3FiO0OCxOFApeuW/LEoEPS4Ld3IjOAP6A2k2Fr3tSc+/WFzAvZVcM4 gQccq+mf6SHwPaBOjGRvow== /in/edgar/work/0000912057-00-045170/0000912057-00-045170.txt : 20001020 0000912057-00-045170.hdr.sgml : 20001020 ACCESSION NUMBER: 0000912057-00-045170 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001017 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STATION CASINOS INC CENTRAL INDEX KEY: 0000898660 STANDARD INDUSTRIAL CLASSIFICATION: [7990 ] IRS NUMBER: 880136443 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-21640 FILM NUMBER: 742331 BUSINESS ADDRESS: STREET 1: 2411 W SAHARA AVE CITY: LAS VEGAS STATE: NV ZIP: 89102 BUSINESS PHONE: 7023672411 MAIL ADDRESS: STREET 1: P.O. BOX 295000 CITY: LAS VEGAS STATE: NV ZIP: 89126 8-K 1 a2028075z8-k.txt FORM 8-K 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): October 17, 2000 STATION CASINOS, INC ------------------------------------------------------ (Exact name of registrant as specified in its charter) Nevada 000-21640 88-0136443 - ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 2411 West Sahara Avenue, Las Vegas, Nevada 89102 ------------------------------------------ ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (702) 367-2411 -------------- N/A ------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS. On October 17, 2000, Station Casinos, Inc. (the "Company") and its wholly-owned subsidiary, St. Charles Riverfront Station, Inc., a Missouri corporation ("St. Charles"), entered into an Asset Purchase Agreement (the "St. Charles Purchase Agreement") with Ameristar Casinos, Inc., a Nevada corporation ("Ameristar"), and a wholly-owned subsidiary of Ameristar, Ameristar Casino St. Charles, Inc., a Missouri corporation. Also on October 17, 2000, the Company and its wholly-owned subsidiary, Kansas City Station Corporation, a Missouri corporation ("Kansas City"), entered into an Asset Purchase Agreement (the "Kansas City Purchase Agreement") with Ameristar and a wholly-owned subsidiary of Ameristar, Ameristar Casino Kansas City, Inc., a Missouri corporation. Pursuant to the St. Charles Purchase Agreement and the Kansas City Purchase Agreement, the Company has agreed to sell substantially all of the assets of St. Charles and Kansas City (the "Asset Sale") for aggregate cash consideration of $475,000,000. Consummation of the Asset Sale is subject to the satisfaction of certain conditions, including receipt of necessary approvals of the Missouri Gaming Commission and the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Concurrent with the Asset Sale, on October 17, 2000, the Company and its wholly owned subsidiary, Lake Mead Station, Inc., a Nevada corporation ("Lake Mead Station"), entered into an Asset Purchase Agreement (the "Reserve Purchase Agreement") with Ameristar and a wholly-owned subsidiary of Ameristar, Ameristar Casino Las Vegas, Inc., a Nevada corporation. Pursuant to the Reserve Purchase Agreement, the Company and Lake Mead Station will acquire the Reserve Hotel & Casino in Henderson, Nevada (the "Acquisition") for aggregate cash consideration of $70,000,000. Consummation of the Acquisition is contingent upon completion of the Asset Sale and the satisfactory completion of diligence on the property. Consummation of the Acquisition is also subject to the satisfaction of certain conditions, including receipt of necessary approvals of the Nevada Gaming Commission and the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. On October 18, 2000, the Company issued a press release regarding the Asset Sale and the Acquisition. Such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Not applicable (b) Not applicable (c) The following documents are filed as exhibits to this report: 2 Exhibit No. Description - ----------- ----------- 99.1 Press Release dated October 18, 2000. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Station Casinos, Inc. Date: October 18, 2000 By: /s/ Glenn C. Christenson ------------------------ Glenn C. Christenson Executive Vice President, Chief Financial Officer, Chief Administrative Officer and Treasurer EXHIBIT INDEX Exhibit - ------- 99.1 Press Release dated October 18, 2000. 3 EX-99.1 2 a2028075zex-99_1.txt EXHIBIT 99.1 EXHIBIT 99.1 WEDNESDAY OCTOBER 18, 9:02 AM EASTERN TIME PRESS RELEASE SOURCE: STATION CASINOS, INC. STATION ANNOUNCES NEW BUYER FOR MISSOURI ASSETS; AGREEMENT TO PURCHASE THE RESERVE HOTEL & CASINO LAS VEGAS, Oct. 18 /PRNewswire/ -- Station Casinos, Inc. ("Station" or "the Company") (NYSE: STN - NEWS) today announced it has entered into a definitive agreement to sell Station Casino St. Charles and Station Casino Kansas City to Ameristar Casinos, Inc. ("Ameristar") for $475 million in cash. The Company's previously announced agreement with its Midwest management team has been terminated and will be superceded by the agreement with Ameristar. The Company has also signed an agreement to purchase The Reserve Hotel & Casino ("The Reserve") in Henderson, Nevada for $70 million. The Reserve opened in February 1998 primarily serving customers in Henderson, Nev., America's fastest-growing city over the past six years. Situated on 33 acres at the intersection of Interstate 215 and Interstate 515, The Reserve includes approximately 42,000 square feet of casino space (with 1,430 slot machines, 26 table games, a sports book, keno and bingo), a 224-room hotel, six restaurants, 1,900 surface parking spaces and meeting space. The Reserve has been master planned to accommodate phased expansions of the gaming areas, additional hotel rooms, multi-level parking and other amenities. The Reserve purchase agreement is subject to termination if the Missouri asset sales are not completed and is also subject to the completion of due diligence on the property. Both transactions are subject to certain customary contingencies, including the respective purchaser's receipt of regulatory approvals. In connection with these transactions, Ameristar has announced it has obtained financing commitments from affiliates of Deutsche Bank AG. Wasserstein Perella & Co. acted as financial advisor to Station with respect to the Missouri transactions. Frank J. Fertitta III, chairman and chief executive officer of Station, stated, "Ameristar has a solid track record in emerging gaming markets and has shown considerable interest in establishing a presence in Missouri for some time. We are pleased that they have decided to retain our Midwest management team, who will certainly add value and continuity to this transaction. The sale to Ameristar also presents an excellent opportunity to continue to reinvest the funds from the divestiture of our Missouri assets and expand our presence in Las Vegas with the purchase of The Reserve. In The Reserve, we obtain a virtually new plant at a discount to replacement cost. While the purchase of The Reserve is subject to further due diligence, we believe we can improve operations to make this a very attractive investment for our shareholders." Station Casinos, Inc. is a multi-jurisdictional gaming company that owns and operates the Palace Station Hotel & Casino, the Boulder Station Hotel & Casino, the Texas Station Gambling Hall & Hotel, the Santa Fe Station Hotel & Casino, and the Wild Wild West Gambling Hall & Hotel in Las Vegas, Nevada, Sunset Station Hotel & Casino in Henderson, Nevada, as well as slot machine route management services in Clark County, Nevada. Station Casinos, Inc. also owns and operates Station Casino St. Charles, a gaming and entertainment facility in St. Charles, Missouri, and Station Casino Kansas City, a gaming and entertainment facility in Kansas City, Missouri. In addition, the Company has also entered into an agreement to purchase the Fiesta Casino Hotel in North Las Vegas, Nevada. The Fiesta acquisition is expected to close prior to January 31, 2001. This press release may be deemed to contain certain forward-looking statements with respect to the business financial condition, results of operations, dispositions, acquisitions, and expansion projects of the Company and its subsidiaries which involve risks and uncertainties including, but not limited to, financial market risks, competition from other gaming operations, construction risks, and licensing and other regulatory risks. Further information on potential factors which could affect the business financial condition, results of operations, dispositions, acquisitions, and expansion projects of the Company and its subsidiaries, are included in the filings of the Company with the Securities and Exchange Commission, including, but not limited to the Company's Annual Report on Form 10-K for the year ended December 31, 1999, and its Registration Statement on Form S-4 File No. 333-71227. The Company's 1999 Annual Report is available to view on its website at WWW.STATIONCASINOS.COM. SOURCE: STATION CASINOS, INC. -----END PRIVACY-ENHANCED MESSAGE-----