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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Mtr Gaming Group Inc
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| May 11, 2015 |
MNTG / Mtr Gaming Group Inc 10-Q - Quarterly Report - 10-Q Use these links to rapidly review the document MTR GAMING GROUP, INC. TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXC |
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| December 8, 2014 |
Termination of a Material Definitive Agreement UNITED STATES 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 December 5, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission Fi |
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| September 30, 2014 |
MNTG / Mtr Gaming Group Inc / JACOBS ENTERTAINMENT INC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 16)* MTR GAMING GROUP, INC. (Name of Issuer) Common Stock, par value of $0.00001 (Title of Class of Securities) 553769100 (CUSIP Number) Stephen R. Roark Jacobs Entertainment, Inc. 17301 West Colfax Avenue, Suite 250 Golden, Colorado 80401 303.215 |
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| September 25, 2014 |
UNITED STATES 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 September 19, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission |
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| September 25, 2014 |
MNTG / Mtr Gaming Group Inc S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on September 25, 2014 Registration No. |
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| September 17, 2014 |
ERI / Eldorado Resorts, Inc. 425 - Merger Prospectus - 425 Filed by Eclair Holdings Company Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-6 Under the Securities Exchange Act of 1934 Subject Company: MTR Gaming Group, Inc. |
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| September 2, 2014 |
UNITED STATES 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 August 26, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 22, 2014 |
Eldorado Holdco LLC Announces Second Quarter 2014 Results EX-99.1 2 a14-195101ex99d1.htm EX-99.1 Exhibit 99.1 Eldorado Holdco LLC Announces Second Quarter 2014 Results RENO, NEVADA—(BUSINESS WIRE)—August 21, 2014—Eldorado HoldCo LLC and its wholly owned subsidiary, Eldorado Resorts LLC (collectively, “Eldorado” or the “Company”), announced the results of its operations for the second quarter ended June 30, 2014. Consolidated Results of Operations The Com |
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| August 22, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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 August 21, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 13, 2014 |
ERI / Eldorado Resorts, Inc. 425 - Merger Prospectus - 425 Filed by Eclair Holdings Company Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-6 Under the Securities Exchange Act of 1934 Subject Company: MTR Gaming Group, Inc. |
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| August 8, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a14-1858718k.htm 8-K 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 earliest event reported): August 8, 2014 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Co |
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| August 8, 2014 |
MTR GAMING GROUP REPORTS SECOND QUARTER 2014 RESULTS EX-99.1 2 a14-185871ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS SECOND QUARTER 2014 RESULTS CHESTER, WV — August 8, 2014 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the second quarter and six months ended June 30, 2014. Second Quarter 2014 Results For the second quarter of 2014, the Company’s total net revenues were $124.9 mill |
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| July 24, 2014 |
ERI / Eldorado Resorts, Inc. 425 - Merger Prospectus - 425 Filed by Eclair Holdings Company Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-6 Under the Securities Exchange Act of 1934 Subject Company: MTR Gaming Group, Inc. |
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| July 21, 2014 |
ERI / Eldorado Resorts, Inc. 425 - Merger Prospectus - 425 Filed by Eclair Holdings Company Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-6 Under the Securities Exchange Act of 1934 Subject Company: MTR Gaming Group, Inc. |
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| July 18, 2014 |
MNTG / Mtr Gaming Group Inc 425 - Merger Prospectus - 8-K 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 earliest event reported): July 18, 2014 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS E |
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| July 18, 2014 |
MTR Gaming Group Stockholders Approve Merger Agreement with Eldorado HoldCo LLC Exhibit 99.1 FOR IMMEDIATE RELEASE MTR Gaming Group Stockholders Approve Merger Agreement with Eldorado HoldCo LLC CHESTER, WV and RENO, NV — July 18, 2014 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) (“MTR”) announced that, at its special meeting of stockholders held today, a majority of the outstanding shares of MTR’s common stock voted to approve the merger agreement (the “Merger Agreement”) with |
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| July 18, 2014 |
MTR Gaming Group Stockholders Approve Merger Agreement with Eldorado HoldCo LLC EX-99.1 2 a14-173391ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE MTR Gaming Group Stockholders Approve Merger Agreement with Eldorado HoldCo LLC CHESTER, WV and RENO, NV — July 18, 2014 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) (“MTR”) announced that, at its special meeting of stockholders held today, a majority of the outstanding shares of MTR’s common stock voted to approve the merger a |
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| July 18, 2014 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders 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 earliest event reported): July 18, 2014 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS E |
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| June 24, 2014 |
UNITED STATES 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 June 19, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| June 24, 2014 |
UNITED STATES 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 June 19, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| June 18, 2014 |
DEFM14A 1 a2220526zdefm14a.htm DEFM14A Use these links to rapidly review the document TABLE OF CONTENTS Eldorado HoldCo LLC and Subsidiaries Index to Eldorado Financial Statements TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Regist |
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| June 17, 2014 |
UNITED STATES 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 June 16, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| June 17, 2014 |
UNITED STATES 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 June 16, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| June 13, 2014 |
ECLAIR HOLDINGS COMPANY c/o MTR Gaming Group, Inc. State Route 2 South, P.O. Box 356 Chester, West Virginia 26034 June 13, 2014 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Attention: Mr. Tom Kluck Re: Eclair Holdings Company Registration Statement on Form S-4 File No. 333-192086 Ladies and Gentlemen: In accordance with Rule 461 as promul |
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| June 11, 2014 |
UNITED STATES 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 June 11, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| June 11, 2014 |
UNITED STATES 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 June 11, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| June 10, 2014 |
UNITED STATES 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 June 9, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File N |
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| June 10, 2014 |
UNITED STATES 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 June 9, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File N |
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| May 30, 2014 |
Filed by Eclair Holdings Company Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-6 Under the Securities Exchange Act of 1934 Subject Company: MTR Gaming Group, Inc. |
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| May 22, 2014 |
UNITED STATES 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 May 22, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File N |
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| May 22, 2014 |
425 1 a13-2324668k.htm 8-K UNITED STATES 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 May 22, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorp |
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| May 13, 2014 |
AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER EX-2.4 2 a14-125531ex2d4.htm EX-2.4 Exhibit 2.4 AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER is made as of May 13, 2014 (this “Amendment”), by and among Eldorado HoldCo LLC, a Nevada limited liability company (“Eldorado”), MTR Gaming Group, Inc., a Delaware corporation (“MTR”), Eclair Holdings Company, a Nevada corporation (“Parent”), Ridgeli |
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| May 13, 2014 |
AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER Exhibit 2.4 AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER is made as of May 13, 2014 (this “Amendment”), by and among Eldorado HoldCo LLC, a Nevada limited liability company (“Eldorado”), MTR Gaming Group, Inc., a Delaware corporation (“MTR”), Eclair Holdings Company, a Nevada corporation (“Parent”), Ridgeline Acquisition Corp., a Delaware cor |
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| May 13, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES 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 May 13, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File N |
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| May 13, 2014 |
UNITED STATES 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 May 13, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File N |
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| May 6, 2014 |
MTR GAMING GROUP REPORTS FIRST QUARTER 2014 RESULTS EX-99.1 2 a14-120221ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS FIRST QUARTER 2014 RESULTS CHESTER, WV — May 6, 2014 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the first quarter ended March 31, 2014. First Quarter 2014 Results For the first quarter of 2014, the Company’s total net revenues were $114.8 million, a decrease of 6. |
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| May 6, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 earliest event reported): May 6, 2014 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS Emp |
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| April 21, 2014 |
UNITED STATES 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 April 21, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| April 21, 2014 |
UNITED STATES 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 April 21, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| March 26, 2014 |
425 1 a14-802538k.htm 8-K UNITED STATES 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 March 26, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incor |
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| March 26, 2014 |
UNITED STATES 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 March 26, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| March 13, 2014 |
Exhibit 10.2 EXECUTION VERSION AMENDMENT NO. 1 AND WAIVER AMENDMENT NO. 1 AND WAIVER (this “Amendment and Waiver”), dated as of March 7, 2014, to that certain Credit Agreement (the “Credit Agreement”), entered into as of August 1, 2011, among MTR GAMING GROUP, INC., a Delaware corporation (the “Borrower”), the guarantors party thereto (the “Guarantors”), each lender from time to time party thereto |
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| March 13, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES 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 March 7, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission File |
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| March 11, 2014 |
MTR GAMING GROUP REPORTS FOURTH QUARTER 2013 RESULTS EX-99.1 2 a14-79021ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS FOURTH QUARTER 2013 RESULTS CHESTER, WV — March 11, 2014 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the fourth quarter and full year ended December 31, 2013. Fourth Quarter 2013 Results For the fourth quarter of 2013, the Company’s total net revenues were $114.8 mi |
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| March 11, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 earliest event reported): March 11, 2014 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS |
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| March 5, 2014 |
Exhibit 3.1 BYLAWS OF MTR GAMING GROUP, INC. MARCH 7, 1988 AMENDED AS OF JANUARY 27, 1998, NOVEMBER 5, 2007, MAY 5, 2008, OCTOBER 30, 2008 AND MARCH 3, 2014 BYLAWS OF MTR GAMING GROUP, INC. MARCH 7, 1988; AMENDED AS OF JANUARY 27, 1998, NOVEMBER 5, 2007, MAY 5, 2008, OCTOBER 30, 2008 AND MARCH 3, 2014 BYLAWS OF MTR GAMING GROUP, INC. TABLE OF CONTENTS ARTICLE I 1 Offices 1 Section 1. Business Offi |
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| March 5, 2014 |
UNITED STATES 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 February 28, 2014 Date of Report (Date of earliest event reported) MTR GAMING GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 000-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission |
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| February 14, 2014 |
MNTG / Mtr Gaming Group Inc / PAR INVESTMENT PARTNERS LP - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* MTR Gaming Group, Inc. (Name of Issuer) Common stock, par value $.01 (Title of Class of Securities) 553769100 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| February 14, 2014 |
MNTG / Mtr Gaming Group Inc / BRIGADE CAPITAL MANAGEMENT, LP Passive Investment SC 13G/A 1 d145290413g-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* MTR Gaming Group, Inc. (Name of Issuer) Common Stock, $.00001 par value (Title of Class of Securities) 553769100 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| February 13, 2014 |
STEVENS & LEE LAWYERS & CONSULTANTS 111 N. Sixth Street P.O. Box 679 Reading, PA 19603 (610) 478-2000 Fax (610) 376-5610 www.stevenslee.com Direct Dial: (610) 478-2254 Email: [email protected] Direct Fax: (610) 371-1228 February 13, 2014 VIA EDGAR Mr. Tom Kluck Legal Branch Chief Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: |
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| February 13, 2014 |
425 1 a14-581918k.htm 8-K UNITED STATES 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 February 13, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction (Comm |
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| February 13, 2014 |
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER EX-2.3 2 a14-58191ex2d3.htm EX-2.3 Exhibit 2.3 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER is made as of February 13, 2014 (this “Amendment”), by and among Eldorado HoldCo LLC, a Nevada limited liability company (“Eldorado”), MTR Gaming Group, Inc., a Delaware corporation (“MTR”), Eclair Holdings Company, a Nevada corporation (“Parent”), Rid |
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| February 13, 2014 |
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER Exhibit 2.3 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER is made as of February 13, 2014 (this “Amendment”), by and among Eldorado HoldCo LLC, a Nevada limited liability company (“Eldorado”), MTR Gaming Group, Inc., a Delaware corporation (“MTR”), Eclair Holdings Company, a Nevada corporation (“Parent”), Ridgeline Acquisition Corp., a Delawar |
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| February 13, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES 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 February 13, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction (Commission (IRS Employer of in |
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| January 31, 2014 |
SEPARATION AGREEMENT AND RELEASE Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (this “Agreement”) is entered into by and among MTR GAMING GROUP, INC. (“MTR”), its affiliates, predecessors, successors and subsidiaries (collectively, “Employer”), and FRED A. BURO (“Executive”). WHEREAS, Employer (at the time of the original Employment Agreement, Presque Isle Downs, Inc., a wholly owned subsidia |
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| January 31, 2014 |
UNITED STATES 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 January 28, 2014 Date of Report (Date of earliest event reported) MTR GAMING GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 000-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission |
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| January 29, 2014 |
MNTG / Mtr Gaming Group Inc / Arbiter Partners Capital Management LLC - SC 13G Passive Investment SC 13G 1 sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* MTR Gaming Group Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 553769100 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| January 23, 2014 |
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE Exhibit 10.1 CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE THIS CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE (“Agreement”) is made by and between Narciso (“Nick”) A. Rodriguez-Cayro (“Executive”), and MTR Gaming Group, Inc., together with each and every of its predecessors, successors (by merger or otherwise), partners, affiliates, joint venture partners, divisions, directors, off |
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| January 23, 2014 |
UNITED STATES 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 January 16, 2014 Date of Report (Date of earliest event reported) MTR GAMING GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 000-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission |
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| January 17, 2014 |
MNTG / Mtr Gaming Group Inc / Lafitte Capital, LLC - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Securities Exchange Act of 1934 (Amendment No. |
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| January 13, 2014 |
Financial Statements and Exhibits, Other Events - 8-K UNITED STATES 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 January 13, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission Fi |
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| January 13, 2014 |
UNITED STATES 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 January 13, 2014 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission Fi |
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| January 13, 2014 |
16TH ANNUAL ICR XCHANGE CONFERENCE January 13, 2014 EX-99.1 2 a14-33841ex99d1.htm EX-99.1 Exhibit 99.1 16TH ANNUAL ICR XCHANGE CONFERENCE January 13, 2014 Company Overview Regional Gaming Company Operating Racetrack-Based Gaming Properties . Mountaineer Casino, Racetrack & Resort – Chester, WV . Presque Isle Downs & Casino – Erie, PA . Scioto Downs – Columbus, OH – New VLT gaming facility – driver of value Current Combined Property Statistics . Slo |
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| January 13, 2014 |
16TH ANNUAL ICR XCHANGE CONFERENCE January 13, 2014 Exhibit 99.1 16TH ANNUAL ICR XCHANGE CONFERENCE January 13, 2014 Company Overview Regional Gaming Company Operating Racetrack-Based Gaming Properties . Mountaineer Casino, Racetrack & Resort – Chester, WV . Presque Isle Downs & Casino – Erie, PA . Scioto Downs – Columbus, OH – New VLT gaming facility – driver of value Current Combined Property Statistics . Slot and VLT machines: 5,923 . Table game |
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| January 9, 2014 |
425 1 a14-31961425.htm 425 Filed by Eclair Holdings Company Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-6 Under the Securities Exchange Act of 1934 Subject Company: MTR Gaming Group, Inc. Commission File No.: 000-20508 FOR IMMEDIATE RELEASE MTR Gaming Group, Inc. Announces Receipt of Requisite Consents CHESTER, WV — JANUARY 9, 2014 — MTR Gaming Group |
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| January 9, 2014 |
Filed by Eclair Holdings Company Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-6 Under the Securities Exchange Act of 1934 Subject Company: MTR Gaming Group, Inc. |
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| December 11, 2013 |
UNITED STATES 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 December 11, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission F |
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| December 11, 2013 |
EX-99.1 2 a13-261691ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE MTR Gaming Group, Inc. Announces Consent Solicitation Relating to Its 11.50% Senior Secured Second Lien Notes Due 2019 CHESTER, WV — DECEMBER 11, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) (the “Company”) announced today that it is soliciting consents (the “Consent Solicitation”) from the registered holders as of 5:00 p. |
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| November 22, 2013 |
UNITED STATES 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 November 21, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission F |
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| November 22, 2013 |
UNITED STATES 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 November 21, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission F |
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| November 19, 2013 |
Exhibit 99.1 FOR IMMEDIATE RELEASE MTR AND ELDORADO AMEND MERGER AGREEMENT TO DELIVER GREATER VALUE TO MTR STOCKHOLDERS Increases Per Share Cash Consideration Paid to MTR Stockholders at Closing to $6.05 Increases Aggregate Cash Consideration Available to MTR Stockholders at Closing by $5.0 Million MTR’s Board of Directors Unanimously Approves Amended Merger Agreement Eldorado and Jacobs Entertain |
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| November 19, 2013 |
UNITED STATES 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 November 18, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission F |
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| November 19, 2013 |
MNTG / Mtr Gaming Group Inc / JACOBS ENTERTAINMENT INC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 15)* MTR GAMING GROUP, INC. (Name of Issuer) Common Stock, par value of $0.00001 (Title of Class of Securities) 553769100 (CUSIP Number) Stephen R. Roark Jacobs Entertainment, Inc. 17301 West Colfax Avenue, Suite 250 Golden, Colorado 80401 303.215 |
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| November 19, 2013 |
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER Exhibit 2.2 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER is made as of November 18, 2013 (this “Amendment”), by and among Eldorado HoldCo LLC, a Nevada limited liability company (“Eldorado”), MTR Gaming Group, Inc., a Delaware corporation (“MTR”), Eclair Holdings Company, a Nevada corporation (“Parent”), Ridgeline Acquisition Corp., a Delawar |
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| November 19, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events - 8-K UNITED STATES 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 November 18, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission F |
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| November 19, 2013 |
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER Exhibit 2.2 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER is made as of November 18, 2013 (this “Amendment”), by and among Eldorado HoldCo LLC, a Nevada limited liability company (“Eldorado”), MTR Gaming Group, Inc., a Delaware corporation (“MTR”), Eclair Holdings Company, a Nevada corporation (“Parent”), Ridgeline Acquisition Corp., a Delawar |
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| November 19, 2013 |
Exhibit 99.1 FOR IMMEDIATE RELEASE MTR AND ELDORADO AMEND MERGER AGREEMENT TO DELIVER GREATER VALUE TO MTR STOCKHOLDERS Increases Per Share Cash Consideration Paid to MTR Stockholders at Closing to $6.05 Increases Aggregate Cash Consideration Available to MTR Stockholders at Closing by $5.0 Million MTR’s Board of Directors Unanimously Approves Amended Merger Agreement Eldorado and Jacobs Entertain |
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| November 19, 2013 |
EX-99.1 2 d630525dex991.htm EX-99.1 Exhibit 99.1 SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (the “Agreement”) is made and entered into, effective as of November 18, 2013, by and among JACOBS ENTERTAINMENT, INC., a Delaware corporation (“JEI”), GAMECO HOLDINGS, INC., a Delaware corporation (“GHI”), The Jeffrey P. Jacobs Revocable Trust dated July 10, 2000 (the “Trust”), and Jeffrey P. Jacobs, an indi |
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| November 5, 2013 |
MTR GAMING GROUP REPORTS THIRD QUARTER 2013 RESULTS EX-99.1 2 a13-232464ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS THIRD QUARTER 2013 RESULTS CHESTER, WV – November 5, 2013 – MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the third quarter and nine months ended September 30, 2013. Strategic Development On September 9, 2013, the Company and Eldorado HoldCo, LLC entered into a definit |
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| November 5, 2013 |
THIRD AMENDMENT TO EMPLOYMENT AGREEMENT Exhibit 10.4 THIRD AMENDMENT TO EMPLOYMENT AGREEMENT THIS THIRD AMENDMENT TO EMPLOYMENT AGREEMENT dated this 30th day of October, 2013 (this “Third Amendment”), by and between MTR Gaming Group, Inc., a Delaware corporation (“MTR”), and Joseph L. Billhimer, an adult individual (the “Executive”) (collectively the “Parties”). WHEREAS, MTR and the Executive entered into an Employment Agreement (the “E |
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| November 5, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 earliest event reported): November 5, 2013 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IR |
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| November 5, 2013 |
THIRD AMENDMENT TO EMPLOYMENT AGREEMENT Exhibit 10.4 THIRD AMENDMENT TO EMPLOYMENT AGREEMENT THIS THIRD AMENDMENT TO EMPLOYMENT AGREEMENT dated this 30th day of October, 2013 (this “Third Amendment”), by and between MTR Gaming Group, Inc., a Delaware corporation (“MTR”), and Joseph L. Billhimer, an adult individual (the “Executive”) (collectively the “Parties”). WHEREAS, MTR and the Executive entered into an Employment Agreement (the “E |
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| November 5, 2013 |
UNITED STATES 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 October 30, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 5, 2013 |
UNITED STATES 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 October 30, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission Fi |
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| October 29, 2013 |
Economic Superiority of Jacobs Merger EX-99.1 2 d618998dex991.htm EX-99.1 Exhibit 99.1 October 29, 2013 Board of Directors MTR Gaming Group, Inc. State Route 2 South Chester, West Virginia 26034 Dear Sirs: I am surprised that my October 2, 2013, proposal has not already been formally deemed superior. I trust that will happen this week. It is appropriate the Board previously determined, pursuant to Section 5.4(b) of the Merger Agreemen |
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| October 29, 2013 |
MNTG / Mtr Gaming Group Inc / JACOBS ENTERTAINMENT INC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 14)* MTR GAMING GROUP, INC. (Name of Issuer) Common Stock, par value of $0.00001 (Title of Class of Securities) 553769100 (CUSIP Number) Stephen R. Roark Jacobs Entertainment, Inc. 17301 West Colfax Avenue, Suite 250 Golden, Colorado 80401 303.215 |
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| October 15, 2013 |
MTR GAMING GROUP RESPONDS TO UNSOLICITED NON-BINDING PROPOSAL FROM JACOBS ENTERTAINMENT, INC. EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP RESPONDS TO UNSOLICITED NON-BINDING PROPOSAL FROM JACOBS ENTERTAINMENT, INC. CHESTER, WV — October 15, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced the Board of Directors is reviewing and carefully evaluating the unsolicited, non-binding proposal received from Jacobs Entertainment, Inc. The Board of Directors plans to evaluate t |
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| October 15, 2013 |
Financial Statements and Exhibits, Other Events - 8-K UNITED STATES 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 October 15, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission Fi |
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| October 15, 2013 |
UNITED STATES 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 October 15, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission Fi |
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| October 15, 2013 |
MTR GAMING GROUP RESPONDS TO UNSOLICITED NON-BINDING PROPOSAL FROM JACOBS ENTERTAINMENT, INC. EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP RESPONDS TO UNSOLICITED NON-BINDING PROPOSAL FROM JACOBS ENTERTAINMENT, INC. CHESTER, WV — October 15, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced the Board of Directors is reviewing and carefully evaluating the unsolicited, non-binding proposal received from Jacobs Entertainment, Inc. The Board of Directors plans to evaluate t |
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| October 2, 2013 |
EX-99.1 Exhibit 99.1 October 2, 2013 Board of Directors MTR Gaming Group, Inc. State Route 2 South Chester, West Virginia 26034 Dear Sirs: I am pleased to submit a formal proposal for an Agreement and Plan of Merger between my gaming company, Jacobs Entertainment, Inc., and MTR Gaming Group, Inc. My proposal is more attractive for MTR shareholders than the existing Agreement and Plan of Merger bet |
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| October 2, 2013 |
EX-99.2 Jacobs Entertainment, Inc. Proposal for Combination October 2013 Exhibit 99.2 Disclosure statement This presentation has been prepared by Jacobs Entertainment (the “Company”) for the exclusive use of the Board of Directors of MTR Gaming to whom the Company delivers this presentation (such party, together with its subsidiaries and affiliates, the “Recipient”). Although the Company believes |
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| October 2, 2013 |
MNTG / Mtr Gaming Group Inc / JACOBS ENTERTAINMENT INC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 13)* MTR GAMING GROUP, INC. (Name of Issuer) Common Stock, par value of $0.00001 (Title of Class of Securities) 553769100 (CUSIP Number) Stephen R. Roark Jacobs Entertainment, Inc. 17301 West Colfax Avenue, Suite 250 Golden, Colorado 80401 303.215 |
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| September 27, 2013 |
Amendment No. 2 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* MTR Gaming Group, Inc. (Name of Issuer) Common stock, par value $.01 (Title of Class of Securities) 553769100 (CUSIP Number) September 17, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| September 11, 2013 |
UNITED STATES 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 September 8, 2013 Date of Report (Date of earliest event reported) MTR GAMING GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 000-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission |
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| September 11, 2013 |
EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP ANNOUNCES APPOINTMENT OF JOSEPH L. BILLHIMER AS PERMANENT PRESIDENT AND CHIEF OPERATING OFFICER CHESTER, WV — September 9, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced the appointment of Joseph L. Billhimer as permanent President and Chief Operating Officer of MTR Gaming Group Inc., effective immediately. “Joe has been a major p |
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| September 11, 2013 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among MTR GAMING GROUP, INC., ECLAIR HOLDINGS COMPANY, RIDGELINE ACQUISITION CORP., ECLAIR ACQUISITION COMPANY, LLC, ELDORADO HOLDCO, LLC, and THOMAS REEG, ROBERT JONES and GARY CARANO, as the MEMBER REPRESENTATIVE Dated as of September 9, 2013 TABLE OF CONTENTS Page ARTICLE I THE MERGERS 2 Section 1.1 The Company Merger 2 Section 1.2 The |
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| September 11, 2013 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among MTR GAMING GROUP, INC., ECLAIR HOLDINGS COMPANY, RIDGELINE ACQUISITION CORP., ECLAIR ACQUISITION COMPANY, LLC, ELDORADO HOLDCO, LLC, and THOMAS REEG, ROBERT JONES and GARY CARANO, as the MEMBER REPRESENTATIVE Dated as of September 9, 2013 TABLE OF CONTENTS Page ARTICLE I THE MERGERS 2 Section 1.1 The Company Merger 2 Section 1.2 The |
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| September 11, 2013 |
EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP ANNOUNCES APPOINTMENT OF JOSEPH L. BILLHIMER AS PERMANENT PRESIDENT AND CHIEF OPERATING OFFICER CHESTER, WV — September 9, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced the appointment of Joseph L. Billhimer as permanent President and Chief Operating Officer of MTR Gaming Group Inc., effective immediately. “Joe has been a major p |
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| September 11, 2013 |
UNITED STATES 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 September 8, 2013 Date of Report (Date of earliest event reported) MTR GAMING GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 000-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission |
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| September 10, 2013 |
Merger between MTR Gaming Group and Eldorado Resorts September 10, 2013 Exhibit 99.1 Merger between MTR Gaming Group and Eldorado Resorts September 10, 2013 Safe Harbor / Non-GAAP Financial Disclosures Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations of MTR Gaming Group (“MTR”) and Eldorado Reso |
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| September 10, 2013 |
Merger between MTR Gaming Group and Eldorado Resorts September 10, 2013 Exhibit 99.1 Merger between MTR Gaming Group and Eldorado Resorts September 10, 2013 Safe Harbor / Non-GAAP Financial Disclosures Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations of MTR Gaming Group (“MTR”) and Eldorado Reso |
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| September 10, 2013 |
UNITED STATES 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 September 10, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission |
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| September 10, 2013 |
Financial Statements and Exhibits, Other Events - 8-K UNITED STATES 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 September 10, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission |
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| September 9, 2013 |
UNITED STATES 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 September 9, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission F |
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| September 9, 2013 |
MTR GAMING GROUP AND ELDORADO RESORTS ANNOUNCE MERGER AGREEMENT EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP AND ELDORADO RESORTS ANNOUNCE MERGER AGREEMENT CHESTER, WV — September 9, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) and Eldorado Resorts, LLC today announced that they have entered into a definitive agreement under which MTR Gaming Group will combine with the parent company of Eldorado Resorts, LLC in a stock merger. As part of the transacti |
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| September 9, 2013 |
EXHIBIT 99.2 September 9, 2013 MTR Gaming Team Members: It is with great excitement and enthusiasm that I can now share with all of you that MTR Gaming and market leader, Eldorado Resorts have entered into an agreement under which MTR Gaming will merge with Eldorado Resorts. Our combined new public company will be named Eldorado Resorts and will include, in addition to our current properties, Eldo |
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| September 9, 2013 |
Financial Statements and Exhibits, Other Events - 8-K UNITED STATES 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 September 9, 2013 Date of Report (Date of earliest event reported) MTR Gaming Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20508 84-1103135 (State or other jurisdiction of incorporation) (Commission F |
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| September 9, 2013 |
EXHIBIT 99.2 September 9, 2013 MTR Gaming Team Members: It is with great excitement and enthusiasm that I can now share with all of you that MTR Gaming and market leader, Eldorado Resorts have entered into an agreement under which MTR Gaming will merge with Eldorado Resorts. Our combined new public company will be named Eldorado Resorts and will include, in addition to our current properties, Eldo |
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| September 9, 2013 |
MTR GAMING GROUP AND ELDORADO RESORTS ANNOUNCE MERGER AGREEMENT EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP AND ELDORADO RESORTS ANNOUNCE MERGER AGREEMENT CHESTER, WV — September 9, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) and Eldorado Resorts, LLC today announced that they have entered into a definitive agreement under which MTR Gaming Group will combine with the parent company of Eldorado Resorts, LLC in a stock merger. As part of the transacti |
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| August 16, 2013 |
11770 US HIGHWAY ONE, SUITE 600 • NORTH PALM BEACH, FL 33408 • 561-776-6050 • FAX 561-776-6090 EX-A EXHIBIT A August 15, 2013 Mr. Steven M. Billick Chairman of the Board MTR Gaming Group P.O. Box 358 Route 2 South Chester, WV. 26034 Dear Mr. Billick: We are disappointed that we were unable to come to an agreement with respect to MTR Gaming’s acquisition of Jacobs Entertainment, Inc. As of August 15, 2013, we withdraw our proposal and terminate negotiations of a transaction. We have decided |
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| August 16, 2013 |
MNTG / Mtr Gaming Group Inc / JACOBS ENTERTAINMENT INC - SC 13D/A NO.12 Activist Investment SC 13D/A No.12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 12)* MTR GAMING GROUP, INC. (Name of Issuer) Common Stock, par value of $0.00001 (Title of Class of Securities) 553769100 (CUSIP Number) Stephen R. Roark Jacobs Entertainment, Inc. 17301 West Colfax Avenue, Suite 250 Golden, Colorado 80401 3 |
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| August 6, 2013 |
MTR GAMING GROUP REPORTS SECOND QUARTER 2013 RESULTS Reports Record Second Quarter Adjusted EBITDA EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS SECOND QUARTER 2013 RESULTS Reports Record Second Quarter Adjusted EBITDA CHESTER, WV — August 6, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the second quarter and six months ended June 30, 2013. Second Quarter 2013 Highlights · Net revenue growth of 11.1%, including revenue of $37.6 million for S |
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| August 6, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 earliest event reported): August 6, 2013 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS |
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| June 13, 2013 |
Submission of Matters to a Vote of Security Holders - 8-K 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 earliest event reported): June 11, 2013 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS E |
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| May 30, 2013 |
MTR GAMING GROUP ANNOUNCES APPOINTMENT OF JOSEPH L. BILLHIMER AS ACTING PRESIDENT EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP ANNOUNCES APPOINTMENT OF JOSEPH L. BILLHIMER AS ACTING PRESIDENT CHESTER, WV — May 30, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced the appointment of Joseph L. Billhimer as Acting President of MTR Gaming Group Inc., and officially accepted the resignation of its former President and Chief Executive Officer Jeffrey J. Dahl, effe |
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| May 30, 2013 |
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 earliest event reported): May 27, 2013 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS Em |
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| May 30, 2013 |
EXHIBIT 10.3 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT DATED MARCH 30, 2011 BETWEEN MTR GAMING GROUP, INC., AND JOSEPH BILLHIMER WHEREAS, MTR Gaming Group, Inc. (“MTR”), and Joseph L. Billhimer (the “Executive”) (collectively the “Parties”), entered into an Employment Agreement (the “Agreement”) on or about March 30, 2011 securing the employment of Executive as President and General Manager of Moun |
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| May 7, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 earliest event reported): May 7, 2013 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS Emp |
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| May 7, 2013 |
MTR GAMING GROUP REPORTS FIRST QUARTER 2013 RESULTS Reports Record First Quarter Adjusted EBITDA EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS FIRST QUARTER 2013 RESULTS Reports Record First Quarter Adjusted EBITDA CHESTER, WV — May 7, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the first quarter ended March 31, 2013. First Quarter 2013 Highlights · Net revenue growth of 14.3%, including revenue of $36.0 million for Scioto Downs, which is |
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| May 6, 2013 |
11770 US HIGHWAY ONE, SUITE 600 • NORTH PALM BEACH, FL 33408 • 561-776-6050 • FAX 561-776-6090 EX-99.A 2 d531832dex99a.htm EX-A Exhibit A VIA MAIL AND E-MAIL May 3, 2013 Mr. Steven M. Billick Chairman of the Board MTR Gaming Group P.O. Box 358 Route 2 South Chester, WV. 26034 Dear Mr. Billick: MTR Gaming is at a crossroads. The company has successfully completed a difficult and expensive financing and was able to build out and open the Scioto Downs Racino. It seems that the company has reac |
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| May 6, 2013 |
MNTG / Mtr Gaming Group Inc / JACOBS ENTERTAINMENT INC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 11)* MTR GAMING GROUP, INC. (Name of Issuer) Common Stock, par value of $.00001 (Title of Class of Securities) 553769100 (CUSIP Number) Stephen R. Roark Jacobs Entertainment, Inc. 17301 West Colfax Avenue, Suite 250 Golden, Colorado 80401 303.215. |
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| April 30, 2013 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 2, 2013 |
MTR GAMING GROUP ANNOUNCES RESIGNATION OF JEFFREY J. DAHL AS PRESIDENT AND CHIEF EXECUTIVE OFFICER EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP ANNOUNCES RESIGNATION OF JEFFREY J. DAHL AS PRESIDENT AND CHIEF EXECUTIVE OFFICER CHESTER, WV — April 2, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) announced today that Jeffrey J. Dahl has provided his notice of resignation from his position as President and Chief Executive Officer of MTR Gaming Group to pursue other business opportunities. W |
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| April 2, 2013 |
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 earliest event reported) March 27, 2013 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS E |
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| March 7, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 earliest event reported): March 7, 2013 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS E |
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| March 7, 2013 |
MTR GAMING GROUP REPORTS 2012 FOURTH QUARTER RESULTS Reports Record Fourth Quarter Adjusted EBITDA EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS 2012 FOURTH QUARTER RESULTS Reports Record Fourth Quarter Adjusted EBITDA CHESTER, WV — March 7, 2013 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the fourth quarter and full year ended December 31, 2012. Fourth Quarter 2012 Highlights · Net revenue growth of 12.2%, including revenue of $32.4 million for |
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| February 14, 2013 |
MNTG / Mtr Gaming Group Inc / PAR INVESTMENT PARTNERS LP - SC 13G/A Passive Investment SC 13G/A 1 d463696dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* MTR Gaming Group, Inc. (Name of Issuer) Common stock, par value $.01 (Title of Class of Securities) 553769100 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the approp |
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| December 21, 2012 |
MTR GAMING GROUP, INC. State Route 2, South, P.O. Box 356 Chester, West Virginia 26034 December 21, 2012 VIA EDGAR Mr. Daniel L. Gordon Branch Chief Division of Corporate Finance United States Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Re: MTR Gaming Group, Inc. Form 10-K for the Year Ended December 31, 2011 Filed March 15, 2012 File Number: 000-20508 Dear Mr. Go |
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| November 1, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 earliest event reported): November 1, 2012 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IR |
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| November 1, 2012 |
EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS THIRD QUARTER 2012 RESULTS REPORTS RECORD QUARTERLY REVENUE AND ADJUSTED EBITDA CHESTER, WV — November 1, 2012 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the third quarter and nine months ended September 30, 2012. Third Quarter 2012 Highlights · Expansion of the video lottery terminal (“VLT”) gaming fa |
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| August 9, 2012 |
MTR GAMING GROUP REPORTS SECOND QUARTER 2012 RESULTS EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS SECOND QUARTER 2012 RESULTS CHESTER, WV – August 9, 2012 – MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the second quarter and six months ended June 30, 2012. Second Quarter 2012 Highlights · The June 1st opening of the video lottery terminal (“VLT”) gaming facility at Scioto Downs with 1,787 VLTs, which a |
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| August 9, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 earliest event reported): August 9, 2012 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS |
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| June 14, 2012 |
Submission of Matters to a Vote of Security Holders - 8-K 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 earliest event reported): June 13, 2012 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS E |
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| June 1, 2012 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K 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 earliest event reported): May 30, 2012 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS Em |
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| June 1, 2012 |
EX-99.1 2 a12-135421ex99d1.htm EX-99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP’S NEWEST GAMING FACILITY AT SCIOTO DOWNS RACETRACK IN COLUMBUS, OHIO OPENS FOR BUSINESS THIS FRIDAY CHESTER, WV — May 31, 2012 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) announced today that the new Scioto Downs, the latest addition to its gaming properties, will open as scheduled this Friday, June 1. The las |
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| May 9, 2012 |
MTR GAMING GROUP REPORTS FIRST QUARTER 2012 RESULTS Exhibit 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS FIRST QUARTER 2012 RESULTS CHESTER, WV — May 9, 2012 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the first quarter ended March 31, 2012. First Quarter 2012 Highlights and Subsequent Events · Net revenue growth of 9.8%, including net revenue growth of 14.7% for Mountaineer Casino, Racetrack & Resort · Re |
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| May 9, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 earliest event reported): May 9, 2012 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS Emp |
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| April 30, 2012 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 3, 2012 |
MNTG / Mtr Gaming Group Inc / Lafitte Capital, LLC - SCHEDULE 13G Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Securities Exchange Act of 1934 (Amendment No. |
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| April 3, 2012 |
EX-1 EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the shares of Common Stock of MTR Gaming Group, Inc. |
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| March 8, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 earliest event reported): March 8, 2012 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IRS E |
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| March 8, 2012 |
MTR GAMING GROUP REPORTS FOURTH QUARTER 2011 RESULTS Exhibit 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP REPORTS FOURTH QUARTER 2011 RESULTS CHESTER, WV — March 8, 2012 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the fourth quarter and full year ended December 31, 2011. Fourth Quarter 2011 Highlights and Subsequent Events · Net revenue growth of 9.3%, including net revenue growth of 15.2% for Mountaineer Casino, R |
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| February 2, 2012 |
Use these links to rapidly review the document TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 2, 2012 Registration No. |
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| February 2, 2012 |
CORRESP 1 filename1.htm February 2, 2012 Ms. Sandra B. Hunter Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: MTR Gaming Group, Inc. Registration Statement on Form S-4 (File No. 333-178608) Dear Ms. Hunter: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, MTR Gaming Group, Inc., a Delaware corporation (the “Company”), hereby respectful |
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| January 30, 2012 |
January 30, 2012 Ms. Sandra B. Hunter Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: MTR Gaming Group, Inc. Registration Statement on Form S-4 (File No. 333-178608) Dear Ms. Hunter: Reference is made herein to the letter request for acceleration of the above-captioned registration statement submitted to the Commission on January 27, 2012 pursuant to Rule 461 under |
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| January 27, 2012 |
January 27, 2012 Ms. Sandra B. Hunter Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: MTR Gaming Group, Inc. Registration Statement on Form S-4 (File No. 333-178608) Dear Ms. Hunter: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, MTR Gaming Group, Inc., a Delaware corporation (the “Company”), hereby respectfully requests that the eff |
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| January 25, 2012 |
Financial Statements and Exhibits, Other Events - 8-K 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 earliest event reported): January 25, 2012 MTR GAMING GROUP, INC. (exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-20508 84-1103135 (Commission File Number) (IR |
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| January 25, 2012 |
MTR GAMING GROUP RECEIVES OHIO GAMING LICENSE EX-99.1 2 a12-34971ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE MTR GAMING GROUP RECEIVES OHIO GAMING LICENSE Chester, WV — January 25, 2012 — MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced that it has received its license to install and operate video lottery terminals (“VLTs”) at its Scioto Downs racetrack and has submitted its initial $10 million license fee. With the license s |
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| January 20, 2012 |
January 18, 2012 Ms. Sandra B. Hunter Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: MTR Gaming Group, Inc. (the “Company”) Amendment No. 2 to Form S-4 (the “Amended Form S-4”) Filed January 11, 2012 File No. 333-178608 Dear Ms. Hunter: We have received and reviewed the comments in the letter of the United States Securities and Exchange Commission staff (the “Staf |
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| January 20, 2012 |
January 18, 2012 Ms. Sandra B. Hunter Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: MTR Gaming Group, Inc. Registration Statement on Form S-4 (File No. 333-178608) Dear Ms. Hunter: This letter is sent on behalf of MTR Gaming Group, Inc. (the “Company”), in connection with the above referenced Registration Statement on Form S-4 (the “Registration Statement”) filed |
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| January 18, 2012 |
Use these links to rapidly review the document TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 18, 2012 Registration No. |
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| January 18, 2012 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 LETTER OF TRANSMITTAL Offer to Exchange Any and All Outstanding 11.50% Senior Secured Second Lien Notes Due 2019 (The "Existing Notes") ($565,000,000 In Aggregate Principal Amount Outstanding) For 11.50% Senior Secured Second Lien Notes Due 2019 (The "Exchange Notes") And Guarantees Of The Exchange Notes By Mountaineer |
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| February 12, 2010 |
MTR GAMING GROUP, INC. State Route 2 South P.O. Box 356 Chester, WV 26034 February 12, 2010 Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 100 F Street, N.W. Washington, D.C. 20004 ATTN: Ms. Lauren Nguyen, Esq. MTR Gaming Group, Inc. (the “Registrant) Amendment No. 2 to Registration Statement on Form S-3 (Registration No. 333-163146) Dear Ms. Nguyen: Pursuant to |
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| February 5, 2010 |
MTR GAMING GROUP, INC. State Route 2 South P.O. Box 356 Chester, WV 26034 February 5, 2010 Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 100 F Street, N.W. Washington, D.C. 20004 ATTN: Ms. Lauren Nguyen, Esq. MTR Gaming Group, Inc. (the “Registrant) Amendment No. 2 to Registration Statement on Form S-4 (Registration No. 333-163018) Dear Ms. Nguyen: Pursuant to R |
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| February 4, 2010 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 LETTER OF TRANSMITTAL MTR GAMING GROUP, INC. OFFER TO EXCHANGE ALL OUTSTANDING 12.625% SENIOR SECURED NOTES DUE 2014, SERIES A ($260,000,000 IN AGGREGATE PRINCIPAL AMOUNT OUTSTANDING) Cusip Numbers 553769AG5 and U60753AC1 FOR 12.625% SENIOR SECURED NOTES DUE 2014, SERIES B AND GUARANTEES OF THE SERIES B SENIOR SECURED N |
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| February 4, 2010 |
February 4, 2010 Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 100 F Street, N. |
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| February 4, 2010 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Table of Contents AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 4, 2010 REGISTRATION NO. |
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| January 12, 2010 |
Ruben & Aronson, LLP. 4800 Montgomery Lane, Suite 150 Bethesda, MD 20814 301-951-9696 January 12, 2010 Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 100 F Street, N.E. Washington, D.C. 20004 Re: MTR Gaming Group, Inc. Registration Statement on Form S-4 Filed November 10, 2009 File No. 333-163018 And Amendment No. 1 to Form S-4 Registration Statement on Form S-3 |
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| January 12, 2010 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 LETTER OF TRANSMITTAL MTR GAMING GROUP, INC. OFFER TO EXCHANGE ALL OUTSTANDING 12.625% SENIOR SECURED NOTES DUE 2014, SERIES A ($260,000,000 IN AGGREGATE PRINCIPAL AMOUNT OUTSTANDING) Cusip Numbers 553769AG5 and U60753AC1 FOR 12.625% SENIOR SECURED NOTES DUE 2014, SERIES B AND GUARANTEES OF THE SERIES B SENIOR SECURED N |
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| January 12, 2010 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.3 MTR GAMING GROUP, INC. OFFER TO EXCHANGE ALL OUTSTANDING 12.625% SENIOR SECURED NOTES DUE 2014, SERIES A ($260,000,000 IN AGGREGATE PRINCIPAL AMOUNT OUTSTANDING) Cusip Numbers 553769AG5 and U60753AC1 FOR 12.625% SENIOR SECURED NOTES DUE 2014, SERIES B AND GUARANTEES OF THE SERIES B SENIOR SECURED NOTES BY MOUNTAINEER PA |
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| January 12, 2010 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Table of Contents AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 12, 2010 REGISTRATION NO. |
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| January 12, 2010 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.2 NOTICE OF GUARANTEED DELIVERY For Tender of 12.625% Senior Secured Notes Due 2014, Series A of MTR GAMING GROUP, INC. Cusip Numbers 553769AG5 and U60753AC1 This notice of Guaranteed Delivery, or one substantially equivalent to this form, must be used to accept the Exchange Offer (as defined below) if (i) certificates fo |
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| January 12, 2010 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.4 MTR GAMING GROUP, INC. OFFER TO EXCHANGE ALL OUTSTANDING 12.625% SENIOR SECURED NOTES DUE 2014, SERIES A ($260,000,000 IN AGGREGATE PRINCIPAL AMOUNT OUTSTANDING) Cusip Numbers 553769AG5 and U60753AC1 FOR 12.625% SENIOR SECURED NOTES DUE 2014, SERIES B AND GUARANTEES OF THE SERIES B SENIOR SECURED NOTES BY MOUNTAINEER PA |
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| January 12, 2010 |
EXHIBIT 10.1 MTR Gaming Group, Inc. 12.625% Senior Secured Notes due 2014 fully and unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors listed on the signature pages hereto Exchange and Registration Rights Agreement August 12, 2009 Goldman, Sachs & Co., As representative of the several Initial Purchasers named in Schedule I to the Purchase Agr |
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| January 12, 2010 |
EXHIBIT 10.2 MTR Gaming Group, Inc. 12.625% Senior Secured Notes due 2014 fully and unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors listed on the signature pages hereto Exchange and Registration Rights Agreement October 13, 2009 Goldman, Sachs & Co., 85 Broad Street New York, New York 10004 Ladies and Gentlemen: MTR Gaming Group, Inc., a D |
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| January 12, 2010 |
MTR GAMING GROUP, INC. State Route 2 South P.O. Box 356 Chester, WV 26034 January 8, 2010 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20004 Re: MTR Gaming Group, Inc. (“MTR”) Registration Statement on Form S-4 Filed November 10, 2009 File No. 333-163018 Ladies and Gentlemen: MTR hereby represents that it is registering the Exchange Offer described in the above-referenced |
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| November 17, 2009 |
LAW OFFICES RUBEN & ARONSON, LLP 4800 Montgomery Lane · Suite 150 Bethesda, MD 20814 (301) 951-9696· Facsimile (301) 951-9636 Edward A. |
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| November 17, 2009 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 17, 2009 REGISTRATION NO. |
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| November 10, 2009 |
Exhibit 25.1 Registration No. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) o WILMINGTON TRUST FSB (Exact name of trustee as specified in its charter) Federal Charter 52-1877389 |
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| November 10, 2009 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Table of Contents AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 10, 2009 REGISTRATION NO. |
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| November 10, 2009 |
MTR GAMING GROUP, INC. CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES (dollars in thousands) EXHIBIT 12.1 MTR GAMING GROUP, INC. CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES (dollars in thousands) Pro Forma (1) Nine Months Ended September 30, Year Ended December 31, Nine Months Ended September 30, Years Ended December 31, 2009 2008 2009 2008 2008 2007 2006 2005 2004 EARNINGS: Income (loss) before income taxes, cumulative effect of accounting change and noncontrolling interest $ (10,6 |
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| November 10, 2009 |
LAW OFFICES RUBEN & ARONSON, LLP 4800 Montgomery Lane · Suite 150 Bethesda, MD 20814 (301) 951-9696· Facsimile (301) 951-9636 Edward A. |
