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FLL > SEC Filings for FLL > Form 8-K on 24-Mar-2014All Recent SEC Filings

Show all filings for FULL HOUSE RESORTS INC



Entry into a Material Definitive Agreement, Financial Statements and Exhib

Item 1.01 Entry into a Material Definitive Agreement.

On March 21, 2014, Full House Resorts, Inc. ("Full House") entered into an Interest Purchase Agreement (the "Agreement") by and among Full House, as buyer, The Majestic Star Casino, LLC, an Indiana limited liability company ("Seller"), and Majestic Mississippi, LLC, a Mississippi limited liability company (the "Company").

Under the Agreement, Full House will purchase from Seller all of the outstanding membership interests of the Company, which operates a casino located in Tunica, Mississippi commonly known as the Fitz Tunica Casino & Hotel, for a purchase price of $62 million, subject to certain closing adjustments. Full House has deposited into escrow an amount of $1.75 million, which will be credited toward the purchase price at closing.

The Agreement provides for a closing by the date which is six months after the date of the Agreement, which date may be extended on a one-time basis by a period of up to 30 days under certain circumstances. The closing is subject to the completion of financing, licensing, and other customary conditions. There can be no assurance that the conditions to closing will be satisfied.

The foregoing summary of the Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Agreement which is attached as Exhibit 2.1 and incorporated herein by reference. A copy of the March 24, 2014 press release announcing the Agreement is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

2.1 Interest Purchase Agreement by and among The Majestic Star Casino, LLC, Majestic Mississippi, LLC, and Full House Resorts, Inc., dated as of March 21, 2014. Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The registrant hereby undertakes to furnish copies of any of the omitted schedules and exhibits upon request by the U.S. Securities and Exchange Commission.

99.1 Press release issued by Full House on March 24, 2014.

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