-----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, BST11q0uV5SyoIHw7+x2POT43l5cJ/S+2sMYAoSnBXkseJyss8F9xsUJHHssi4sV LXs61u3sF3oweKTVZJWuVg== 0000950157-04-000283.txt : 20040430 0000950157-04-000283.hdr.sgml : 20040430 20040430153343 ACCESSION NUMBER: 0000950157-04-000283 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040430 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOYD GAMING CORP CENTRAL INDEX KEY: 0000906553 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 880242733 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12882 FILM NUMBER: 04769662 BUSINESS ADDRESS: STREET 1: 2950 S INDUSTRIAL RD CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 7027927200 MAIL ADDRESS: STREET 1: 2950 SOUTH INDUSTRIAL ROAD CITY: LAS VEGAS STATE: NV ZIP: 89109 FORMER COMPANY: FORMER CONFORMED NAME: BOYD GROUP DATE OF NAME CHANGE: 19941130 8-K 1 form8k.txt CURRENT REPORT 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): April 30, 2004 BOYD GAMING CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-12882 88-0242733 - ------------------- ---------------------------- ------------------------- (State or other (Commission File Number) (IRS Employer jurisdiction of Identification No.) incorporation) 2950 Industrial Road, Las Vegas, Nevada 89109 - ------------------------------------------------------ ----------------- (address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (702) 792-7200 ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE On April 30, 2004, Boyd Gaming Corporation ("Boyd Gaming") and Coast Casinos, Inc. ("Coast Casinos") issued a joint press release announcing that, at their respective annual meetings, stockholders of both companies overwhelmingly approved the merger of Coast Casinos into Boyd Gaming. A copy of the joint press release is filed as Exhibit 99.1 hereto. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits: Exhibit No. Description - ------------ ---------------------------------------------------------- 99.1 Joint Press Release dated as of April 30, 2004, issued by Boyd Gaming Corporation and Coast Casinos, Inc. 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. BOYD GAMING CORPORATION Date: April 30, 2004 By: /s/ Ellis Landau ------------------------------------ Ellis Landau Executive Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description - ------------ ---------------------------------------------------------- 99.1 Joint Press Release dated as of April 30, 2004, issued by Boyd Gaming Corporation and Coast Casinos, Inc. EX-99.1 2 ex99-1.txt PRESS RELEASE EXHIBIT 99.1 BOYD GAMING - COAST CASINOS MERGER APPROVED BY STOCKHOLDERS LAS VEGAS, NV -- APRIL 30, 2004 -- Boyd Gaming Corporation (NYSE:BYD) and Coast Casinos, Inc., today announced that, at their respective annual meetings, stockholders of both companies overwhelmingly approved the merger of Coast into Boyd Gaming. The transaction is expected to close in mid-2004, subject to the receipt of various regulatory and other approvals. This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements include information regarding Boyd Gaming's expectations, goals or intentions regarding the future, including but not limited to statements regarding the anticipated closing of the Coast Casinos merger, the closing of the Shreveport acquisition and the expected opening of Coast Casinos' fifth property, the South Coast Hotel and Casino. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in any such statement. In particular, Boyd Gaming can provide no assurances that either the Coast Casinos merger or the Shreveport acquisition will close when anticipated, or at all, or that the South Coast Hotel and Casino will open when expected, or at all. Among the factors that could cause actual results to differ materially are the need to obtain gaming and other approvals and uncertainties relating to new developments. All forward-looking statements in this document are made as of the date hereof, based on information available to Boyd Gaming and Coast Casinos as of the date hereof, and the companies assume no obligation to update any forward-looking statement. Based in Las Vegas, Coast Casinos, Inc. owns and operates four Las Vegas hotel-casinos: The Orleans, the Gold Coast Hotel and Casino, the Suncoast Hotel and Casino and the Barbary Coast Hotel and Casino. Coast Casinos is currently developing a fifth property, the South Coast Hotel and Casino, on the south end of the Las Vegas strip, which is currently expected to open in the fourth quarter of 2005. For more information on Coast Casinos, please visit the Company's website at: www.coastcasinos.com. Headquartered in Las Vegas, Boyd Gaming Corporation (NYSE: BYD) is a leading diversified owner and operator of 13 gaming entertainment properties located in Nevada, New Jersey, Mississippi, Illinois, Indiana and Louisiana. Boyd Gaming recently opened Borgata Hotel, Casino and Spa at Renaissance Pointe (AOL keyword: borgata or www.theborgata.com), a $1.1 billion entertainment destination hotel in Atlantic City, through a joint venture with MGM MIRAGE. In February, the Company reached a definitive agreement to merge with Coast Casinos, Inc. The $1.3 billion merger is expected to be completed in mid-2004, subject to regulatory approvals. Boyd Gaming is also awaiting regulatory approval of its acquisition of Harrah's Shreveport, and that is expected in the second quarter 2004. Boyd Gaming press releases are available at www.prnewswire.com. Additional news and information on Boyd Gaming can be found at www.boydgaming.com. ### -----END PRIVACY-ENHANCED MESSAGE-----