Current Report — Form 8-K
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 8-K Current Report HTML 22K
2: EX-2.1 Plan of Acquisition, Reorganization, Arrangement, 137 340K
Liquidation or Succession
3: EX-99.1 Miscellaneous Exhibit 3 12K
EX-99.1 — Miscellaneous Exhibit
EX-99.1 | 1st Page of 3 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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Exhibit 99.1
FOR IMMEDIATE RELEASE
Monday, December 9, 2002
CONTACT: Linda Faiss -- (702) 933-7777, ext. 105
lfaiss@ffmpr.com
Lawrence Epstein - (702) 385-3373
Bruce Leslie- (702) 650-2828
Phil Flaherty - (702) 876-1001
BARRICK GAMING SIGNS DEAL TO PURCHASE
GAUGHAN AND EXBER PROPERTIES IN DOWNTOWN LAS VEGAS
PLAZA, LAS VEGAS CLUB, WESTERN AND GOLD SPIKE
PART OF $82 MILLION DEAL
Barrick Gaming Corporation, Union Plaza Hotel and Casino, Inc., Union
Plaza Operating Company, Exber, Inc., and Gaughan South jointly announced today
the negotiation of a deal for Barrick Gaming to purchase substantially all the
assets of the Plaza, Las Vegas Club, Western and Gold Spike hotel casinos in
downtown Las Vegas.
The $82 million sale includes some 35 acres of land in downtown Las Vegas
and hotel/casinos with a combined total of 1,850 rooms. The properties have been
owned and operated by Union Plaza Hotel and Casino, Inc., Exber, Inc., and
Gaughan South, organizations headed by Jackie Gaughan and the late Mel Exber.
In addition to the hotels, the package includes the two downtown
Ambassador East Motels and various parcels roughly bounded by US 95 on the
north, Clark Ave. on the south, the railroad tracks on the west and 15th Street
on the east. The deal also includes an option and first right of refusal to
purchase the El Cortez Hotel and Casino.
"We are fortunate to have the opportunity to acquire these fine properties
that were built in the heart of historic Las Vegas by legends in the gaming
industry," said D.W. Barrick, CEO and Chairman of the Board of Barrick Gaming, a
wholly owned subsidiary of Barrick Corporation. "And we are especially thankful
to inherit the 1,904-member workforce that has given such dedicated service to
their customers and to their employers."
Lawrence Epstein, counsel for the Plaza said, "It was fundamental to Mr.
Gaughan that Barrick agreed to employ all of the employees, and on comparable
terms of employment."
"Thanks to the vision of those pioneers and the dedication of the Mayor
and City Council, the future of downtown Las Vegas is both exciting and
inviting," said Stephen Crystal, Vice Chairman and Co-Founder of Barrick Gaming.
"The time and attention from City officials will pay off in attracting even more
investment in the most famous downtown in the world."
Bruce Leslie, counsel for Exber, Inc. said, "Barrick's interest in the
Gaughan properties is a validation of the philosophy of Mr. Gaughan, Mr.
Exber and their loyal staff; offer quality accommodations and the newest
slots to the market excited by the downtown. This philosophy will continue
through to the sale. Afterwards, Mr. Gaughan will continue his vision at the
El Cortez, which is not being sold."
The closing of the purchase of the assets is subject to various
conditions, including but not limited to receipt of all regulatory approvals and
third party consents, approvals of the shareholders of Union Plaza Hotel and
Casino, Inc., Exber, Inc. and Gaughan South and successful completion of Barrick
Gaming's due diligence investigation.
Barrick, who has been involved in development and operations in numerous
gaming jurisdictions, is considering a range of domestic and international
gaming opportunities from the company's new Las Vegas headquarters.
Officers of Barrick Gaming include Crystal, a former New Hampshire
legislator, and Chief Gaming Officer Phil Flaherty. A veteran gaming executive,
Flaherty leads a team of gaming professionals that was formed to explore
acquisition and development opportunities for Barrick Gaming in the Nevada
market. The team includes entertainer Larry Manetti and John Buyachek, who has
25 years of experience in the gaming industry.
The sale was approved today by special committees comprised of
independent members of the boards of directors of Union Plaza Hotel and
Casino, Inc. and Exber, Inc. The Union Plaza Hotel and Casino, Inc. is not
soliciting proxies with respect to the sale at this time. The Union Plaza
Hotel and Casino, Inc. plans to distribute the net proceeds of the sale and
after payment of liabilities pursuant to a plan of liquidation to be
presented to its shareholders. Mr. Gaughan, as trustee, and Exber, Inc. have
entered into an agreement to vote their shares of Union Plaza Hotel and
Casino, Inc. stock in favor of the sale.
This press release (as well as oral statements or other written statements
made or to be made by Union Plaza Hotel and Casino, Inc.) may contain
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Statements that are predictive in nature, that
depend upon or refer to future events or conditions constitute forward-looking
statements. Forward-looking statements are based upon expectations and
projections about future events and are subject to assumptions, risks and
uncertainties about, among other things, the Union Plaza Hotel and Casino, Inc.,
economic and market factors and the hotel and gaming industry. Actual events and
results may differ materially from those expressed or forecasted in the
forward-looking statements due to a number of factors, including but not limited
to, changes in economic conditions either nationally or locally, satisfaction of
the conditions to the parties' obligations to close and the closing of the
agreement with Barrick Gaming Corporation, as well as those matters disclosed in
the periodic and other reports filed by Union Plaza Hotel and Casino, Inc. with
the Securities and Exchange Commission pursuant to the Securities Exchange Act
of 1934, as amended.
Dates Referenced Herein and Documents Incorporated by Reference
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This ‘8-K’ Filing | | Date | | First | | Last | | | Other Filings |
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Filed as of: | | 12/11/02 | | | | | | | SC 13D/A |
Filed on: | | 12/10/02 |
| | 12/9/02 | | 1 |
For Period End: | | 12/6/02 |
| List all Filings |
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