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Tropicana Entertainment Inc. Form 8-K Current Report Filed 2013-11-18

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Tropicana Entertainment Inc. Form 8-K Current Report Filed 2013-11-18 SECURITIES AND EXCHANGE COMMISSION FORM 8-K Current report filing Filing Date: 2013-11-18 | Period of Report: 2013-11-18 SEC Accession No. 0001445305-13-003052 (HTML Version on secdatabase.com) FILER Tropicana Entertainment Inc. Mailing Address Business Address 3930 HOWARD HUGHES 3930 HOWARD HUGHES CIK:1476246| IRS No.: 270540158 | State of Incorp.:DE | Fiscal Year End: 1231 PARKWAY PARKWAY Type: 8-K | Act: 34 | File No.: 000-53831 | Film No.: 131225382 4TH FLOOR 4TH FLOOR SIC: 7011 Hotels & motels LAS VEGAS NV 89169 LAS VEGAS NV 89169 702-589-3888 Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 18, 2013 TROPICANA ENTERTAINMENT INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-53831 27-0540158 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 8345 W. Sunset Road, Suite 200, Las Vegas, Nevada 89113 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code (702) 589-3900 N/A (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: p Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) p Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) p Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) p Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Item 7.01 Regulation FD Disclosure Tropicana Entertainment Inc. (“Tropicana” or the “Company”) has scheduled a meeting on November 18, 2013 with a group of potential lenders to discuss a possible refinancing of its existing credit facilities (the “Credit Facilities”). The Company has prepared presentation materials (the “Presentation Materials”) that it intends to use on or after November 18, 2013 in presentations to potential lenders in connection with the potential refinancing. The Presentation Materials are attached to this Form 8-K as Exhibit 99.1 and are incorporated by reference into this Item 7.01. There can be no assurance that any such refinancing will be consummated on favorable terms or on a timely basis, if at all. Consummation of any such refinancing is subject to market and other customary conditions, including, among other things, the negotiation and execution of definitive documentation. Limitation on Incorporation by Reference. The information furnished in this Item 7.01, including the information contained in Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained in the Presentation Materials attached as an exhibit hereto, the Presentation Materials contain “forward-looking statements” that involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary notes in the Presentation Materials regarding these forward-looking statements. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 99.1 Presentation Materials Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document SIGNATURES 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 hereunto duly authorized. TROPICANA ENTERTAINMENT INC. Date: November 18, 2013 By: /s/ LANCE J. MILLAGE Name: Lance J. Millage Title: Executive Vice President, Chief Financial Officer and Treasurer Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Presentation to Lenders Public Version November 18, 2013 Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 1 Disclaimers Lumière − In August 2013, our wholly-owned subsidiary entered into an agreement to purchase Lumière Place Casino, HoteLumière, the Four Seasons Hotel St. Louis and related excess land parcels in St. Louis, Missouri (collectively, "Lumière") for $260.0 million in cash, subject to adjustments. That transaction is subject to various conditions, including, among others, regulatory approvals from the Missouri Gaming Commission and the U.S. Federal Trade Commission. Our acquisition of Lumière is expected to close in the first half of 2014, although we can make no assurances that the conditions will be satisfied or that the sale will be consummated in a timely manner, if at all − This presentation includes pro forma information with respect to our pending acquisition of Lumière, including (i) information based on Lumière’s 3/31/13 net revenues and Adjusted EBITDA as disclosed in Pinnacle Entertainment, Inc.’s Lender Presentation dated July 16, 2013, as filed with the Securities and Exchange Commission (“SEC”) on July 16, 2013, and (ii) information based on estimates of projected corporate overhead allocation reductions, prepared by our management in good faith as of the date of this presentation. Adjusted EBITDA is not a financial measure presented in accordance with U.S. generally accepted accounting principles (GAAP). See the Appendix for important information regarding our use of non-GAAP financial measures IMPORTANT DISCLAIMERS REGARDING OUR PENDING ACQUISITION OF LUMIÈRE, FORWARD LOOKING STATEMENTS AND OTHER INFORMATION Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 2 Disclaimers (cont’d) Forward-Looking Statements − This presentation contains forward-looking statements. Such forward-looking statements include, without limitation, statements regarding the expected synergies and benefits of our pending acquisition of Lumière and its expected effects on our financial results and profile, statements regarding our plans, strategies, beliefs and expectations about future events, anticipated and projected financial performance, capital expenditures, acquisitions and dispositions, business prospects, operating trends, future results, as well as other market, business and property trends, statements regarding any potential refinancing of our credit facilities and the terms, conditions, expected timing and application of the proceeds provided by any such refinancing, statements regarding our competitive landscape and plans for growth, statements regarding potential strategic transactions, capital reinvestment, operational enhancements and cost saving initiatives, and any statements regarding benefits provided by our af filiation with Mr. Carl Icahn or Icahn Enterprises L.P., among other statements. Such forward-looking statements represent our estimates and assumptions only as of the date of this presentation, and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those anticipated. Such risks and uncertainties include, without limitation, risks associated with any difficulties, delays, unanticipated costs or other challenges to consummating our pending acquisition of Lumière in a timely manner, if at all, any difficulties, delays, unanticipated costs or other challenges to consummating any such refinancing, in whole or in part, on favorable terms or in a timely manner, if at all, risks relating to the gaming industry, intense competition in the gaming industry from present and emerging competitors and emerging internet online markets, risks relating to extensive regulation, risks relating to maintaining and improving our properties, including risks relating to operating riverboats and dockside facilities, risks relating to the return on investment of our capital expenditures for growth and maintenance, and the additional risk factors described in our filings with the SEC. Unless otherwise indicated, the information included in this presentation is information regarding Tropicana Entertainment Inc. and its consolidated subsidiaries. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise Other Information − This presentation has been prepared for informational purposes only from information supplied by the Company and from third-party sources indicated herein. Other than with respect to the use of Lumière's name, and the images and specified historical financial measures contained herein relating to Lumière, we have neither sought nor obtained permission to use any third-party source material cited in this
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