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Filing tables
Filing exhibits
- S-4 Registration of securities issued in business combination transactions
- 2.1 Agreement and Plan of Merger
- 2.2 Purchase Agreement
- 2.3 Asset Purchase Agreement
- 3.1 Certificate of Formation
- 3.1 Certificate of Amendment to the Certificate of Formation
- 3.1 Certificate of Amendment to the Certificate of Formation
- 3.2 Limited Liability Company Agreement
- 3.2 Amendment to Limited Liability Company Agreement
- 3.2 First Amendment to Limited Liability Company Agreement
- 3.3 Certificate of Incorporation
- 3.3 Certificate of Amendment to the Certificate of Incorporation
- 3.3 Certificate of Amendment to the Certificate of Incorporation
- 3.4 Bylaws
- 3.4 Amended and Restated Bylaws
- 4.1 Indenture
- 4.2 Supplemental Indenture
- 4.4 Registration Rights Agreement
- 10.1 Credit Agreement
- 10.2 Credit Agreement
- 10.3 Service Agreement
- 10.4 Casino Services Agreement
- 10.5 Service Agreement
- 10.5 First Amendment to Service Agreement
- 10.5 Second Amendment to Service Agreement
- 10.6 Service Agreement
- 10.6 First Amendment to Service Agreement
- 12.1 Calculation of Ratio of Earnings to Fixed Charges
- 21.1 Subsidiaries of Tropicana Entertaiment, LLC
- 23.2 Consent of Ernst & Young LLP
- 23.3 Consent of Ernst & Young LLP
- 23.4 Consent of Ernst & Young LLP
- 23.5 Consent of Ernst & Young LLP
- 23.6 Consent of Ernst & Young LLP
- 23.7 Consent of Ernst & Young LLP
- 23.8 Consent of Pricewaterhousecoopers LLP
- 25.1 Statement of Eligibility on Form T-1
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Letter to Registered Holders
- 99.4 Letter to Beneficial Holders
- 99.5 Guidelines for Certification of Taxpayer Identification Number
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Filing view
External links
Delaware |
ThefirstState, |
I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE,, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF FORMATION OF “WIMAR OPCO, LLC”, FILED IN THIS OFFICE ON THE EIGHTH DAY OF JUNE, A.D. 2006, AT 5:12 O’CLOCK P.M. |
4 |
4172073 8100 060557075 |
Harriet Smith Windsor, Secretary of State |
AUTHENTICATION: 4813005 |
DATE: 06-09-06 |
EXHIBIT 3.1
![(CERTIFICATE)](https://capedge.com/proxy/S-4/0000950134-07-014481/d46094d4609432.gif)
State of Delaware | ||
Secretary of State | ||
Division of Corporations | ||
Delivered 05:54 PM 06/08/2006 | ||
FILED 05:12 PM 06/08/2006 | ||
SRV 060557075-4172073 FILE |
CERTIFICATE OF FORMATION
OF
WIMAR OPCO, LLC
This Certificate of Formation of Wimar OpCo, LLC, is being duly executed and filed by the undersigned, as an authorized under the Delaware Limited Liability Company Act (6 Del. C. § 18-101, et seq.).
First. The name of the limited liability company formed hereby is Winner OpCo, LLC (the “Company”).
Second. The address of the registered office of the Company in the State of Delaware is c/o Corporation Trust Center, 1209 Orange Street, Wasington, Delaware 19801, County of New Castle. The name of the registered agent of the Company at such address is The Corporation Trust Company.
THIRD: No security, share or other interest in the Company may be transferred without having first obtained the prior approval of the New Jersey Casino Control Commission for that transfer. The Company possesses and retains the absolute right to repurchase, at the market price or the purchase price, whichever is lesser, any security, share or other interest in the Company in the event that the New Jersey Casino Control Commission disapproves a transfer of such security, share or other interest in accordance with the provisions of the New Jersey Casino Control Act.
IN WITNESS WHEREOF, the undersigned has caused this Certificate of Formation of Wimar OpCo, LLC to be duly executed this 6th day of June 2006.
/s/ Andrew R. Berger | ||||
Andrew R. Berger | ||||
Authorized Representative |