SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8 - K
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 1, 1996
SODAK GAMING, INC.
(Exact name of registrant as specified in its charter)
South Dakota 0-21754 46-0407053
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(State or other (Commission File Number) (IRS Employer Identification No.)
jurisdiction of
incorporation)
5301 S. Highway 16
Rapid City, South Dakota 57701
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(Address of principal executive offices)
Registrant's telephone number, including area code: (605) 341-5400
INFORMATION TO BE INCLUDED IN THIS REPORT
Item 2. Acquisition or Disposition of Assets.
On July 1, 1996, pursuant to a Stock Purchase Agreement by and between the
Registrant and John Parker, John Nix and Gamblers Supply Management Company
(GSMC), the Registrant acquired all of the outstanding shares of GSMC, which
owns, leases and operates a casino gaming facility (the Miss Marquette) located
at Marquette, IA. The Miss Marquette gaming facility consists of a 226-foot
river boat, which is leased from the Registrant, gaming machines and equipment
and dockside facilities, which include a 24-room hotel, parking lots, marina,
restaurant, lounge, other support facilities and related furniture, fixtures and
equipment. The river boat has 698 slot machines and 30 table games. It is
anticipated that the Registrant will continue to operate the Miss Marquette
gaming facility in a manner similar to that in which it was operated under its
prior ownership.
Pursuant to the Stock Purchase Agreement, all the outstanding shares of
Common Stock of GSMC were acquired for One Million Dollars ($1,000,000) which
amount was funded from the Registrant's Credit Facility. In addition to the
purchase price, the Registrant has guaranteed a GSMC note payable to John Parker
and John Nix (the Sellers) in the aggregate of Four Million Four Hundred
Thousand Dollars ($4,400,000), which is payable in 36 equal monthly payments
including interest at 8% beginning August 1, 1996. The Registrant continues to
hold notes receivable relating to prior loans from the Registrant to GSMC to
finance the dockside facility and gaming equipment, and also has lease payments
receivable and accrued interest receivable from GSMC totaling $22,583,833 as of
June 30, 1996.
Item 7. Financial Statements and Exhibits.
(a) and (b)
The Financial Statements and the pro forma financial information
relating to the transaction
described in Item 2 of this report (collectively the "Financial Information"),
which are required to be filed as part of this Report pursuant to paragraphs (a)
and (b) of Item 7 of Form 8-K, are not included with this filing in reliance on
Item 7 (a) (4) and 7 (b) (2) of Form 8-K. It is impracticable to provide the
Financial Information at the time this Report is filed. In accordance with Item
7(a) (4) of Form 8-K, the Financial Information will be filed by amendment to
this Report on Form 8-K/A as soon as practicable, but not later than September
13, 1996.
(c) The following documents are filed as Exhibits to this Report:
2 Stock Purchase Agreement, dated as of July 1, 1996, by and among
John Parker, John Nix and Gamblers Supply Management Company.
99 (a) Management Agreement, dated as of June 10, 1994, by and between
Gamblers Supply Management Company and Marquette Gaming Corporation.
99 (b) Dock Site Agreement, dated as of June 10, 1994, by and between
the City of Marquette, Iowa and Gamblers Supply Management Company.
99 (c) Non-Negotiable Promissory Note dated July 1, 1996, between Gamblers
Supply Management Company and John E. Nix guaranteed by Sodak
Gaming, Inc.
99 (d) Non-Negotiable Promissory Note dated July 1, 1996, between Gamblers
Supply Management Company and John T. Parker guaranteed by Sodak
Gaming, Inc.
SIGNATURES
Pursuant to the requirement 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.
Dated: July 15, 1996 SODAK GAMING, INC.
By
\s\ David R. Johnson
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Chief Financial Officer
Index of Exhibits
Exhibit No.
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2 Stock Purchase Agreement, dated as of July 1, 1996, by and among John
Parker, John Nix and Gamblers Supply Management Company.
99 (a) Management Agreement, dated as of June 10, 1994, by and between
Gamblers Supply Management Company and Marquette Gaming Corporation.
99 (b) Dock Site Agreement, dated as of June 10, 1994, by and between the
City of Marquette, Iowa and Gamblers Supply Management Company.
99 (c) Non-Negotiable Promissory Note dated July 1, 1996, between Gamblers
Supply Management Company and John E. Nix, guaranteed by Sodak Gaming,
Inc.
99 (d) Non-Negotiable Promissory Note dated July 1, 1996, between Gamblers
Supply Management Company and John T. Parker, guaranteed by Sodak
Gaming, Inc.