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Full House Resorts Inc – ‘10-K’ for 12/31/12 – ‘EX-10.12’

On:  Tuesday, 3/5/13, at 9:59pm ET   ·   As of:  3/6/13   ·   For:  12/31/12   ·   Accession #:  1188112-13-562   ·   File #:  1-32583

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/06/13  Full House Resorts Inc            10-K       12/31/12   98:9.3M                                   Toppan Vite NY Inc./FA

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML    801K 
 3: EX-10.11    Material Contract                                   HTML    188K 
 4: EX-10.12    Material Contract                                   HTML     53K 
 5: EX-10.13    Material Contract                                   HTML     83K 
 6: EX-10.14    Material Contract                                   HTML     77K 
 2: EX-10.6     Material Contract                                   HTML     76K 
 7: EX-21       Subsidiaries List                                   HTML     28K 
 8: EX-23       Consent of Experts or Counsel                       HTML     26K 
 9: EX-31.1     Certification -- §302 - SOA'02                      HTML     35K 
10: EX-31.2     Certification -- §302 - SOA'02                      HTML     35K 
11: EX-31.3     Certification -- §302 - SOA'02                      HTML     33K 
12: EX-32.1     Certification -- §906 - SOA'02                      HTML     27K 
13: EX-32.2     Certification -- §906 - SOA'02                      HTML     28K 
14: EX-32.3     Certification -- §906 - SOA'02                      HTML     27K 
69: R1          Document and Entity Information                     HTML     57K 
55: R2          Consolidated Statements of Operations               HTML    127K 
67: R3          Consolidated Balance Sheets                         HTML    150K 
71: R4          Consolidated Balance Sheets (Parenthetical)         HTML     50K 
90: R5          Consolidated Statements of Stockholders' Equity     HTML     66K 
57: R6          Consolidated Statements of Cash Flows               HTML    175K 
66: R7          Organization, Nature and History of Operations      HTML     49K 
50: R8          Summary of Significant Accounting Policies          HTML     67K 
40: R9          Variable Interest Entities                          HTML     53K 
91: R10         Notes Receivable, Tribal Governments                HTML     33K 
73: R11         Contract Rights                                     HTML     59K 
72: R12         Goodwill & Other Intangibles                        HTML    151K 
78: R13         Property and Equipment                              HTML     41K 
79: R14         Long-Term Debt                                      HTML     57K 
76: R15         Derivative Instruments                              HTML     41K 
80: R16         Income Taxes                                        HTML     84K 
68: R17         Commitments and Contingencies                       HTML     47K 
70: R18         Share-Based Compensation Plans                      HTML     58K 
75: R19         Acquisition of Silver Slipper Casino                HTML     59K 
98: R20         Segment Reporting                                   HTML    157K 
86: R21         Subsequent Events                                   HTML     29K 
62: R22         Summary of Significant Accounting Policies          HTML    122K 
                (Policies)                                                       
74: R23         Summary of Significant Accounting Policies          HTML     36K 
                (Tables)                                                         
64: R24         Variable Interest Entities (Tables)                 HTML     56K 
31: R25         Contract Rights (Tables)                            HTML     57K 
87: R26         Goodwill & Other Intangibles (Tables)               HTML    138K 
94: R27         Property and Equipment (Tables)                     HTML     40K 
45: R28         Long-Term Debt (Tables)                             HTML     54K 
44: R29         Income Taxes (Tables)                               HTML     85K 
48: R30         Commitments and Contingencies (Tables)              HTML     35K 
49: R31         Share-Based Compensation Plans (Tables)             HTML     51K 
51: R32         Acquisition of Silver Slipper Casino (Tables)       HTML     50K 
27: R33         Segment Reporting (Tables)                          HTML    151K 
84: R34         Organization, Nature and History of Operations      HTML     56K 
                (Detail Textuals)                                                
60: R35         Summary of Significant Accounting Policies          HTML     33K 
                (Details)                                                        
63: R36         Summary of Significant Accounting Policies (Detail  HTML     61K 
                Textuals)                                                        
35: R37         Summary of Significant Accounting Policies (Detail  HTML     57K 
                Textuals 1)                                                      
97: R38         Variable Interest Entities (Details)                HTML     32K 
21: R39         Variable Interest Entities (Details 1)              HTML     33K 
52: R40         Variable Interest Entities (Detail Textuals)        HTML     40K 
89: R41         Note Receivable, Tribal Governments (Detail         HTML     27K 
                Textuals)                                                        
33: R42         Contract Rights (Details)                           HTML     38K 
43: R43         Contract Rights (Detail Textuals)                   HTML     32K 
47: R44         Goodwill & Other Intangibles (Details)              HTML     40K 
56: R45         Goodwill & Other Intangibles - Other Intangible     HTML     81K 
                Assets (Details 1)                                               
26: R46         Goodwill & Other Intangibles (Detail Textuals)      HTML     54K 
39: R47         Goodwill & Other Intangibles - Player Loyalty       HTML     29K 
                Program (Detail Textuals 1)                                      
23: R48         GOODWILL & OTHER INTANGIBLES - Land Lease and       HTML     35K 
                Water Rights (Details Textuals 2)                                
88: R49         GOODWILL & OTHER INTANGIBLES - Loan Fees (Detail    HTML     50K 
                Textuals 3)                                                      
32: R50         GOODWILL & OTHER INTANGIBLES - Gaming License       HTML     30K 
                (Detail Textuals 4)                                              
85: R51         GOODWILL & OTHER INTANGIBLES - Current & Future     HTML     42K 
                Amortization (Detail Textuals 5)                                 
36: R52         PROPERTY AND EQUIPMENT - Property and equipment     HTML     40K 
                (Details)                                                        
53: R53         Long-Term Debt (Details)                            HTML     38K 
22: R54         Long-Term Debt ( Parentheticals) (Details)          HTML     48K 
25: R55         Long-Term Debt (Details 1)                          HTML     40K 
46: R56         Long-Term Debt - Credit Agreement with Wells Fargo  HTML     38K 
                (Detail Textuals)                                                
29: R57         LONG-TERM DEBT - Loss on Extinguishment of Wells    HTML     29K 
                Fargo Debt (Details Textuals 1)                                  
92: R58         LONG-TERM DEBT - First and Second Lien Credit       HTML     41K 
                Agreements (Details Textuals 2)                                  
59: R59         Derivative Instruments (Detail Textuals)            HTML     46K 
77: R60         INCOME TAXES - Income tax provision (Details)       HTML     61K 
38: R61         INCOME TAXES - Reconciliation of income tax         HTML     37K 
                provision relative to continuing operations                      
                (Details 1)                                                      
41: R62         INCOME TAXES - Deferred tax assets (Liabilities)    HTML     69K 
                (Details 2)                                                      
83: R63         Income Taxes (Detail Textuals)                      HTML     35K 
81: R64         COMMITMENTS AND CONTINGENCIES - Future minimum      HTML     53K 
                lease payments (Details)                                         
61: R65         COMMITMENTS AND CONTINGENCIES - Operating leases    HTML     37K 
                (Detail Textuals)                                                
82: R66         COMMITMENTS AND CONTINGENCIES - Land Lease buyout   HTML     47K 
                (Detail Textuals 1)                                              
37: R67         Commitments and Contingencies (Detail Textuals 2)   HTML     42K 
65: R68         Share-Based Compensation Plans (Details)            HTML     57K 
93: R69         Share-Based Compensation (Detail Textuals)          HTML     60K 
24: R70         ACQUISITION OF SILVER SLIPPER CASINO - Allocated    HTML     44K 
                purchase price of Rising Star (Details)                          
30: R71         ACQUISITION OF SILVER SLIPPER CASINO - Unaudited    HTML     39K 
                condensed consolidated pro forma data (Details 1)                
54: R72         Acquisition of Silver Slipper Casino (Detail        HTML     44K 
                Textuals)                                                        
28: R73         Segment Reporting (Details)                         HTML     64K 
96: R74         Segment Reporting (Details 1)                       HTML     53K 
34: R75         Subsequent Events (Detail Textuals)                 HTML     40K 
95: XML         IDEA XML File -- Filing Summary                      XML    135K 
42: EXCEL       IDEA Workbook of Financial Reports (.xls)            XLS   1.32M 
15: EX-101.INS  XBRL Instance -- fll-20121231                        XML   1.90M 
17: EX-101.CAL  XBRL Calculations -- fll-20121231_cal                XML    202K 
18: EX-101.DEF  XBRL Definitions -- fll-20121231_def                 XML    666K 
19: EX-101.LAB  XBRL Labels -- fll-20121231_lab                      XML   1.35M 
20: EX-101.PRE  XBRL Presentations -- fll-20121231_pre               XML   1.04M 
16: EX-101.SCH  XBRL Schema -- fll-20121231                          XSD    232K 
58: ZIP         XBRL Zipped Folder -- 0001188112-13-000562-xbrl      Zip    170K

‘EX-10.12’   —   Material Contract

This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]

 C:   C:   C: 
Exhibit 10.12
STATE OF MISSISSIPPI
  
   
COUNTY OF HANCOCK
  
FIRST AMENDMENT TO
LEASE AGREEMENT WITH OPTION TO PURCHASE
 
THIS FIRST AMENDMENT TO LEASE AGREEMENT WITH OPTION TO PURCHASE (this “Amendment”) is entered into as of the 13 day of March, 2009, by and between CURE LAND COMPANY, LLC, a Mississippi limited liability company (together with any successor or assign “Landlord”), and SILVER SLIPPER CASINO VENTURE LLC, a Delaware limited liability company (together with any successor or assign “Tenant”).
 
WHEREAS, Landlord and Tenant have previously entered into a Lease Agreement with Option to Purchase, dated as of November 17, 2004, (“Original Lease”) pursuant to which Tenant has leased the Premises from Cure Land Company, LLC, as Landlord.  Capitalized terms used but not defined herein shall have the meanings assigned to them in the Original Lease.  A Memorandum of Lease providing record notice of the Original Lease and certain terms thereof was executed by Landlord and Tenant effective November 17, 2004, (“Lease Memo”) and recorded in Deed Book BB 298 at Page 287 in the office of the Chancery Clerk of Hancock County, Mississippi.
 
WHEREAS, Landlord and Tenant filed a Petition to Abandon Road Segment and Accept Alternate Segment heard and approved by the Board of Supervisors of Hancock County, Mississippi, on September 5, 2006, and thereby the county abandoned a segment of Shipyard Road adjacent to Parcels A, B, and C of the Premises and accepted a Deed of Dedication from Landlord for a segment relocating that portion of Shipyard Road to a position to improve access to and accommodate the improvements then planned for the Premises.  Said Deed of Dedication is dated September 1, 2006, and is recorded in Deed Book 2006 at Page 17118 of the aforesaid records.
 
WHEREAS, Landlord, and Tenant have operated with the understanding and now wish to amend the Original Lease to formally reflect that the abandoned segment of Shipyard Road is now included in the Premises and that the relocated segment of Shipyard Road is now excluded from the Premises.
 
NOW, THEREFORE, for and in consideration of the covenants and promises contained herein and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, Landlord and Tenant hereby amend the Original Lease and Lease Memo with respect to the Premises as follows:
 
Exhibit A to both the Lease and Lease Memo is hereby amended by adding the attached “Addendum to Exhibit A.”  Landlord hereby leases and lets to Tenant and Tenant hereby rents from Landlord the Premises as the description for same is amended in the Addendum to Exhibit A, together with all easements, rights of way and appurtenances in connection therewith or thereunto belonging and the improvements constructed thereon, and the definition of “Premises” as set forth in the Original Lease is hereby so amended.
 
 
 
 
 
The Original Lease and Lease Memo are amended only as expressly set forth herein, and all other terms and conditions thereof shall remain in full force and effect.
 
IN WITNESS WHEREOF, Landlord and Tenant have executed this Amendment as of the date set forth in the first paragraph above.
 
LANDLORD:
   TENANT:  
               
Cure Land Company, LLC
 Silver Slipper Casino Venture LLC
               
By:  /s/ Michael D. Cure   By:  /s/ John N. Ferrucci  
               
Its:  Pres.     Its: COO    
               
 
 
 
 
 
STATE OF MISSISSIPPI
  
   
COUNTY OF HANCOCK
  
 
Personally appeared before me, the undersigned authority in and for the said county and state, on this 13th day of March, 2009, within my jurisdiction, the within named Michael D. Cure, who acknowledged to me that he is President of Cure Land Company, LLC, a Mississippi limited liability company, and that for and on behalf of said company, and as the act and deed of same, he executed the above and foregoing instrument, after first having been duly authorized by said company so to do.
 
    /s/ Beverly A. Hall 
   
NOTARY PUBLIC
     
My Commission Expires    
     
(Affix official seal)
    
     
STATE OF MISSISSIPPI
    
     
COUNTY OF HANCOCK
    
 
Personally appeared before me, the undersigned authority in and for the said county and state, on this 13th day of March, 2009, within my jurisdiction, the within named John N. Ferrucci, who acknowledged to me that he is Chief Operating Officer of Silver Slipper Casino Venture LLC, a Delaware limited liability company, and that for and on behalf of said company, and as the act and deed of same, he executed the above and foregoing instrument, after first having been duly authorized by said company so to do.
 
    /s/ Beverly A. Hall 
   
NOTARY PUBLIC
     
My Commission Expires:    
     
(Affix official seal)
    
 
 
 
 
 
ADDENDUM TO EXHIBIT A
 
ADDED TO DESCRIPTION OF THE PROPERTY:
ABANDONED ROADWAY PARCEL
Leasehold Interest
 
FORMER R.O.W. FOR SHIPYARD ROAD (2006)
 
A parcel of land located in Gulfview Subdivision (Subdivision Plat Book 1, Page 27), Hancock County, Mississippi; and being more particularly described as follows:
 
Commence at the intersection of the north line of Lot 1, Block 100, Gulfview Subdivision with the west right-of-way of Beach Boulevard, said point being located at the following coordinates, N. 270521.13 feet, E. 797265.13 feet (M.S.P.C.S.-East Zone/NAD 83 in feet); thence S 08°44'36" E 323.60 feet along the west right-of-way of Beach Boulevard to a point located on the north line of Lot 7, Block 100, Gulfview Subdivision; thence N 89°48'38" E 30.02 feet along the north line of said Lot 7, also being along the south end of right-of-way for Beach Boulevard; thence southerly 24.70 feet along a curve concave to the west, having a central angle of 08°34'43" with a radius of 165.00 feet, also having a chord bearing and distance of S 05°45'43" W 24.68 feet to the end of said curve; thence S 10°03'05" W 191.64 feet to the beginning of a curve to the left; thence southerly 50.85 feet along said curve having a central angle of 18°47'54" with a radius of 155.00 feet, also having a chord bearing and distance of S 00°39'08" W 50.63 feet to the end of said curve; thence S 08°44'49" E 343.72 feet to the beginning of a curve to the right; thence southerly and southwesterly 92.72 feet along said curve having a central angle of 54°12'26" with a radius of 98.00 feet, also having a chord bearing and distance of S 18°21'24" W 89.30 feet to the end of said curve; thence S 45°27'37" W 165.84 feet; thence S 47°08'34" W 66.03 feet; thence S 53°55'51" W 26.24 feet; thence S 54°53'02" W 36.68 feet; thence S 54°53'02" W 405.48 feet to a point located at the northeast corner of property now or formerly to John Ladner & Terryl Ladner (W.D. Book X5, Page 14); thence N 02°59'02" W 35.15 feet to a point located at the southeast corner of property now or formerly to Terryl M. Ladner (W.D. Book BB23, Pages 240-241); thence N 54°50'16" E 407.80 feet; thence N 55°01’25" E 36.53 feet; thence N 47°09'52" E 66.93 feet; thence N 45°27'37" E 165.40 feet to the beginning of a curve to the left; thence northeasterly and northerly 64.33 feet along said curve having a central angle of 54°12'26" with a radius of 68.00 feet, also having a chord bearing and distance of N 18°21'24" E 61.96 feet to the end of said curve; thence N 08°44'49" W 343.72 feet to the beginning of a curve to the right; thence northerly 60.70 feet along said curve having a central angle of 18°47'54" with a radius of 185.00 feet, also having a chord bearing and distance of N 00°39'08" E 60.43 feet to the end of said curve; thence N 10°03'05" E 191.64 feet to the beginning of a curve to the left; thence northerly 19.34 feet along said curve having a central angle of 08°12'33" with a radius of 135.00 feet, also having a chord bearing and distance of N 05°56'49" E 19.33 feet to a point located on the north line of Lot 7, Block 100, Gulfview Subdivision, said point also being located at the south end of right-of-way for Beach Boulevard, also said point being the said Point Of Beginning.
 
Said parcel of land contains 0.950 acre, more or less.
 
 
Exhibit A
 
 
LESS AND EXCEPTED FROM PARCELS A, B AND C:
RELOCATED ROADWAY PARCEL
 
NEW R.O.W. FOR SHIPYARD ROAD (2006)
 
A parcel of land located in Gulfview Subdivision (Subdivision Plat Book 1, Page 27), Hancock County, Mississippi; and being more particularly described as follows:
 
Commence at the intersection of the north line of Lot 1, Block 100, Gulfview Subdivision with the west right-of-way of Beach Boulevard, said point being located at the following coordinates, N. 270521.13 feet, E. 797265.13 feet (M.S.P.C.S.-East Zone/NAD 83 in feet); thence S 08°44'36" E 323.60 feet along the west right-of-way of Beach Boulevard to a point located on the north line of Lot 7, Block 100, Gulfview Subdivision; thence N 89°48'38" E 40.60 feet along the north line of said Lot 7, also being along the south end of right-of-way for Beach Boulevard; thence S 11°36'42" W 25.62 feet; thence S 10°02'59" W 190.35 feet to the beginning of a curve to left; thence southerly 54.43 feet along said curve having a central angle of 19°00'52" with a radius of 164.00 feet, also having a chord bearing and distance of S 00°32’33" W 54.18 feet to the end of said curve; thence S 08°57’53" E 96.61 feet; thence S 08°44'21" E 141.83 feet to the beginning of a curve to the right; thence southerly and southwesterly 65.31 feet along said curve having a central angle of 49°53'41" with a radius of 75.00 feet, also having a chord bearing and distance of S 16°12'30" W 63.27 feet to the end of said curve; thence S 41°09'20" W 137.98 feet to the beginning of a curve to the right; thence southwesterly and westerly 34.94 feet along said curve having a central angle of 40°02'27" with a radius of 50.00 feet, also having a chord bearing and distance of S 61°10'34" W 34.24 feet to the end of said curve; thence S 81°11’47" W 53.04 feet to the beginning of a curve to the left; thence westerly and southwesterly 49.90 feet along said curve having a central angle of 57°10'47" with a radius of 50.00 feet, also having a chord bearing and distance of S 52°36'23" W 47.85 feet to the end of said curve; thence S 24°01'00" W 90.89 feet to the beginning of a curve to the right; thence southerly and southwesterly 39.03 feet along said curve having a central angle of 30°00'50" with a radius of 74.50 feet, also having a chord bearing and distance of S 39°01'25" W 38.58 feet to the end of said curve; thence S 54°01'50" W 168.09 feet to the beginning of a curve to the left; thence southwesterly and southerly 27.52 feet along said curve having a central angle of 39°55'07" with a radius of 39.50 feet, also having a chord bearing and distance of S 34°04'16" W 26.97 feet to the end of said curve; thence S 14°06'43" W 78.39 feet to the beginning of a curve to the right; thence southerly and southwesterly 54.02 feet along said curve having a central angle of 40°43'33" with a radius of 76.00 feet, also having a chord bearing and distance of S 34°28'30" W 52.89 feet to the end of said curve; thence S 54°50'16" W 91.05 feet to a point located on the east line of property now or formerly to John Ladner & Terryl Ladner (W.D. Book X5, Page 14); thence N 02°59'02" W 42.53 feet to a point located on the east line of property now or formerly to Terryl M. Ladner (W.D. Book BB23, Pages 240-241); thence N 54°50'16" E 68.40 feet to the beginning of a curve to the left; thence northeasterly and northerly 28.43 feet along said curve having a central angle of 40°43'33" with a radius of 40.00 feet, also having a chord bearing and distance of N 34°28'30" E 27.84 feet to the end of said curve; thence N 14°06'43" E 78.39 feet to the beginning of a curve to the right; thence northerly and northeasterly 52.60 feet along said curve having a central angle of 39°55'07" with a radius of 75.50 feet, also having a chord bearing and distance of N 34°04'16" E 51.54 feet to the end of said curve; thence N 54°01'50" E 168.09 feet to the beginning of a curve to the left; thence northeasterly and northerly 20.17 feet along said curve having a central angle of 30°00'50" with a radius of 38.50 feet, also having a chord bearing and distance of N 39°01'25" E 19.94 feet to the end of said curve; thence N 24°01'00" E 121.25 feet to the beginning of a curve to the right; thence northeasterly and easterly 56.39 feet along said curve having a central angle of 57°10'47" with a radius of 56.50 feet, also having a chord bearing and distance of N 52°36'23" E 54.07 feet to the end of said curve; thence N 81°11'47" E 60.17 feet to the beginning of a curve to the left; thence easterly and northeasterly 39.48 feet along said curve having a central angle of 40°02'27" with a radius of 56.50 feet, also having a chord bearing and distance of N 61°10'34" E 38.69 feet to the end of said curve; thence N 41°09'20" E 103.84 feet to the beginning of a curve to the left; thence northeasterly and northerly 33.96 feet along said curve having a central angle of 49°53'41" with a radius of 39.00 feet, also having a chord bearing and distance of N 16°12'30" E 32.90 feet to the end of said curve; thence N 08°44'21" W 141.76 feet; thence N 08°57'53" W 96.54 feet to the beginning of a curve to the right; thence northerly 66.37 feet along said curve having a central angle of 19°00'52" with a radius of 200.00 feet, also having a chord bearing and distance of N 00°32'33" E 66.07 feet to the end of said curve; thence N 10°02'59" E 190.36 feet; thence North 18.68 to a point located on the north line of Lot 7, Block 100, Gulfview Subdivision, said point also being located at the south end of right-of-way for Beach Boulevard, also said point being the said Point Of Beginning.
 
 
Exhibit A
 
 
Said parcel of land contains 1.169 acres, more or less.
 
INDEXING INSTRUCTIONS:
 
For indexing purposes regarding the aforementioned Gulfview Subdivision:  (part of the following Lots as noted) part of Lots 1-4 incl. and 10-16 incl., Block 98; part of Lots 1-14 incl.; Block 99; part of Lots 7 and 8, Block 100.
 
INSTRUMENT PREPARED BY:
 
Balch & Bingham LLP
P.O. Box 130
Gulfport, MS 39502
(228) 864-9900
 
Exhibit A

Dates Referenced Herein

This ‘10-K’ Filing    Date    Other Filings
Filed as of:3/6/13None on these Dates
Filed on:3/5/13
For Period end:12/31/12
9/5/06
9/1/06
11/17/04
 List all Filings 

4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/15/24  Full House Resorts Inc.           10-K       12/31/23   92:12M
 3/16/23  Full House Resorts Inc.           10-K       12/31/22   91:13M
 3/15/22  Full House Resorts Inc.           10-K       12/31/21  100:14M                                    Toppan Merrill Bridge/FA
 3/12/21  Full House Resorts Inc.           10-K       12/31/20   92:12M
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