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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): December 31, 1998
LAKES GAMING, INC.
(Exact name of registrant as specified in its charter)
MINNESOTA 0-24993 41-1913991
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
130 CHESHIRE LANE, MINNETONKA, MINNESOTA 55305
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (612) 449-9092
NOT APPLICABLE
(Former name or former address, if changed since last report)
Page 1 of 6
Exhibit Index Appears on Page 3
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ITEM 5. OTHER EVENTS.
On December 31, 1998, Grand Casinos, Inc. ("Grand") completed the
distribution (the "Distribution") of all of the issued and outstanding shares
of capital stock of Lakes Gaming, Inc. ("Lakes" or the "Registrant") to Grand
shareholders of record as of December 23, 1998. Shares of Common Stock of
Lakes were distributed to Grand shareholders on the basis of one share of Lakes
for every four shares of Grand owned as of the record date.
The Distribution was effected pursuant to the terms of a Distribution
Agreement by and between Grand and Lakes, dated as of December 31, 1998,
including other ancillary documents contemplated thereby and which are filed as
exhibits herewith.
Following the Distribution, a wholly owned subsidiary of Park Place
Entertainment Corporation ("Park Place") merged with and into Grand, with Grand
as the surviving corporation, and pursuant to which Grand became a wholly owned
subsidiary of Park Place.
The Registrant's Press Release dated January 4, 1999, which is filed
as Exhibit 99.1 to this Form 8-K, is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENT, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
10.1 Distribution Agreement by and between Grand Casinos, Inc. and
Lakes Gaming, Inc., dated as of December 31, 1998.
10.2 Employee Benefits and Other Employment Matters Allocation
Agreement by and between Grand Casinos, Inc. and Lakes Gaming, Inc., dated as of
December 31, 1998.
10.3 Tax Allocation And Indemnity Agreement by and between Grand
Casinos, Inc. and Lakes Gaming, Inc., dated as of December 31, 1998.
10.4 Tax Escrow Agreement by and among Grand Casinos, Inc., Lakes
Gaming, Inc., and First Union National bank as Escrow Agent, dated as of
December 31, 1998.
10.5 Intellectual Property License Agreement by and between Grand
Casinos, Inc. and Lakes Gaming, Inc., dated as of December 31, 1998.
10.6 Insurance Receivable Agreement by and between Grand Casinos, Inc.
and Lakes Gaming, Inc., dated as of December 31, 1998.
99.1 Press Release dated January 4, 1999.
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.
LAKES GAMING, INC.
(Registrant)
Date: January 8, 1999 By: /s/Timothy Cope
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Name: Timothy Cope
Title: Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
- ----------- -----------
10.1 Distribution Agreement by and between Grand Casinos, Inc. and
Lakes Gaming, Inc., dated as of December 31, 1998.
10.2 Employee Benefits and Other Employment Matters Allocation
Agreement by and between Grand Casinos, Inc. and Lakes Gaming,
Inc., dated as of December 31, 1998.
10.3 Tax Allocation And Indemnity Agreement by and between Grand
Casinos, Inc. and Lakes Gaming, Inc., dated as of December 31, 1998.
10.4 Tax Escrow Agreement by and among Grand Casinos, Inc., Lakes
Gaming, Inc., and First Union National bank as Escrow Agent, dated as of
December 31, 1998.
10.5 Intellectual Property License Agreement by and between Grand
Casinos, Inc. and Lakes Gaming, Inc., dated as of December 31, 1998.
10.6 Insurance Receivable Agreement by and between Grand Casinos, Inc.
and Lakes Gaming, Inc., dated as of December 31, 1998.
99.1 Press Release