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FMR LLC – ‘SC 13G/A’ on 2/13/15 re: Tropicana Las Vegas Hotel & Casino, Inc.

On:  Friday, 2/13/15, at 11:08am ET   ·   Accession #:  315066-15-2483   ·   File #:  5-86025

Previous ‘SC 13G’:  ‘SC 13G/A’ on 2/13/15   ·   Next:  ‘SC 13G’ on 3/9/15   ·   Latest:  ‘SC 13G’ on 4/10/24

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

 2/13/15  FMR LLC                           SC 13G/A               1:11K  Tropicana Las Vegas Hotel & … Inc

Amendment to Statement of Beneficial Ownership   —   Schedule 13G
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G/A    Fmr LLC 13G Filing                                     5±    18K 


Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
"Item 1(a). Name of Issuer:
"Item 1(b). Address of Issuer's Principal Executive Offices:
"Item 2(a). Name of Person Filing:
"Item 2(b). Address or Principal Business Office or, if None, Residence:
"Item 2(c). Citizenship:
"Item 2(d). Title of Class of Securities:
"Item 2(e). CUSIP Number:
"Item 3. Not applicable
"Item 4. Ownership
"Item 5. Ownership of Five Percent or Less of a Class
"Item 6. Ownership of More than Five Percent on Behalf of Another Person
"Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
"Item 8. Identification and Classification of Members of the Group
"Item 9. Notice of Dissolution of Group
"Item 10. Certifications


SCHEDULE 13G Amendment No. 4 TROPICANA LV HOTEL & CASNO INC CLASS A COMMON STOCK Cusip #897085106 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ ] Rule 13d-1(c) [x] Rule 13d-1(d) Cusip #897085106 Item 1: Reporting Person - FMR LLC Item 2: (a) [x] (b) [ ] Item 4: Delaware Item 5: 0 Item 6: 16,350,824 Item 7: 48,650 Item 8: 16,350,824 Item 9: 16,350,824 Item 11: 100.000% Item 12: HC Cusip #897085106 Item 1: Reporting Person - Edward C. Johnson 3d Item 2: (a) [x] (b) [ ] Item 4: United States of America Item 5: 0 Item 6: 16,350,824 Item 7: 48,650 Item 8: 16,350,824 Item 9: 16,350,824 Item 11: 100.000% Item 12: IN Cusip #897085106 Item 1: Reporting Person - Abigail P. Johnson Item 2: (a) [x] (b) [ ] Item 4: United States of America Item 5: 0 Item 6: 16,350,824 Item 7: 48,650 Item 8: 16,350,824 Item 9: 16,350,824 Item 11: 100.000% Item 12: IN Item 1(a). Name of Issuer: TROPICANA LV HOTEL & CASNO INC Item 1(b). Address of Issuer's Principal Executive Offices: 3801 LAS VEGAS BLVD SOUTH LAS VEGAS, NV 89109 Item 2(a). Name of Person Filing: FMR LLC Item 2(b). Address or Principal Business Office or, if None, Residence: 245 Summer Street, Boston, Massachusetts 02210 Item 2(c). Citizenship: Not applicable Item 2(d). Title of Class of Securities: CLASS A COMMON STOCK Item 2(e). CUSIP Number: 897085106 Item 3. Not applicable Item 4. Ownership As more fully described in the Form 10-12G/A filed by Tropicana Las Vegas Hotel and Casino, Inc. (the "Company") on May 28, 2010, all of the Company's stockholders are a party to that certain Stockholders' Agreement, dated as of July 1, 2009 (the "Stockholders' Agreement"), which contains certain agreements as to voting. As a result, all of the Company's stockholders may be deemed to be a group for the purposes of Section 13 of the Securities and Exchange Act of 1934, as amended, with each of such stockholders being deemed to have beneficial ownership of all of the shares owned by the group. However, except as otherwise noted, each of the Company's stockholders disclaims beneficial ownership of shares of the Company's capital stock not held directly by such stockholder. As of December 31, 2014, Fidelity Advisor Series I: Fidelity Advisor Floating Rate High Income Fund ("Fidelity Advisor Floating Rate High Income Fund") owned 48,650 Class A Common shares, or 1.042% of the Class A common stock outstanding and less than 1% of the Class A common stock assuming full conversion of all shares of Preferred Stock into Class A common stock at an exchange ratio of 4:1 for the Class A Convertible Participating Preferred Stock and Class A Series 2 Convertible Participating Preferred Stock, an exchange ratio of 6.67:1 for the Class A Series 3 Convertible Participating Preferred Stock and an exchange ratio of 10:1 for the Class A Series 4 Convertible Participating Preferred Stock, based upon information provided by the Company . The exchange ratio may increase to the extent dividends on the Preferred Stock accrue and are unpaid. Fidelity Advisor Floating Rate High Income Fund is a series of an open-end investment company registered under the Investment Company Act of 1940 and advised by Fidelity Management & Research Company, a wholly-ownedsubsidiary of FMR LLC and an investment adviser registered under the Investment Advisers Act of 1940. Fidelity Advisor Floating Rate High Income Fund is the record owner of the shares and FMR LLC has reported that it does not have a pecuniary interest in such shares. (a) Amount Beneficially Owned: 16,350,824 (b) Percent of Class: 100.000% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: 16,350,824 (iii) sole power to dispose or to direct the disposition of: 48,650 (iv) shared power to dispose or to direct the disposition of: 16,350,824 Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof, the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following (X). Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. See attached Exhibit A. Item 8. Identification and Classification of Members of the Group. Not applicable. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certifications. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 13, 2015 Date /s/ Scott C. Goebel Signature Scott C. Goebel Duly authorized under Power of Attorney effective as of June 1, 2008, by and on behalf of FMR LLC and its direct and indirect subsidiaries* * This power of attorney is incorporated herein by reference to Exhibit B to the Schedule 13G filed by FMR LLC on June 10, 2014, accession number: 0000315066-14-003512. Exhibit A Pursuant to the instructions in Item 7 of Schedule 13G, the following table lists the identity and Item 3 classification, if applicable, of each relevant entity that beneficially owns shares of the security class being reported on this Schedule 13G. Entity ITEM 3 Classification FMR CO., INC IA Edward C. Johnson 3d is a Director and the Chairman of FMR LLC and Abigail P. Johnson is a Director, the Vice Chairman, the Chief Executive Officer and the President of FMR LLC. Members of the family of Edward C. Johnson 3d, including Abigail P. Johnson, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of the voting power of FMR LLC. The Johnson family group and all other Series B shareholders have entered into a shareholders' voting agreement under which all Series B voting common shares will be voted in accordance with the majority vote of Series B voting common shares. Accordingly, through their ownership of voting common shares and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR LLC. Neither FMR LLC nor Edward C. Johnson 3d nor Abigail P. Johnson has the sole power to vote or direct the voting of the shares owned directly by the various investment companies registered under the Investment Company Act ("Fidelity Funds") advised by Fidelity Management & Research Company ("FMR Co"), a wholly owned subsidiary of FMR LLC, which power resides with the Fidelity Funds' Boards of Trustees. Fidelity Management & Research Company carries out the voting of the shares under written guidelines established by the Fidelity Funds' Boards of Trustees. This filing reflects the securities beneficially owned, or that may be deemed to be beneficially owned, by FMR LLC, certain of its subsidiaries and affiliates, and other companies (collectively, the "FMR Reporters"). This filing does not reflect securities, if any, beneficially owned by certain other companies whose beneficial ownership of securities is disaggregated from that of the FMR Reporters in accordance with Securities and Exchange Commission Release No. 34-39538 (January 12, 1998). RULE 13d-1(k)(1) AGREEMENT The undersigned persons, on February 13, 2015, agree and consent to the joint filing on their behalf of this Schedule 13G in connection with their beneficial ownership of the CLASS A COMMON STOCK of TROPICANA LV HOTEL & CASNO INC at December 31, 2014. FMR LLC By /s/ Scott C. Goebel Scott C. Goebel Duly authorized under Power of Attorney effective as of June 1, 2008, by and on behalf of FMR LLC and its direct and indirect subsidiaries* Edward C. Johnson 3d By /s/ Scott C. Goebel Scott C. Goebel Duly authorized under Power of Attorney effective as of June 1, 2008, by and on behalf of Edward C. Johnson 3d* Abigail P. Johnson By /s/ Scott C. Goebel Scott C. Goebel Duly authorized under Power of Attorney effective as of April 24, 2014, by and on behalf of Abigail P. Johnson* * This power of attorney is incorporated herein by reference to Exhibit B to the Schedule 13G filed by FMR LLC on June 10, 2014, accession number: 0000315066-14-003512.

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 13G/A’ Filing    Date    Other Filings
Filed on:2/13/1510-K,  SC 13G,  SC 13G/A
12/31/1410-K
6/10/14SC 13G,  SC 13G/A
4/24/14
5/28/1010-12G/A
7/1/093
6/1/08
1/12/98SC 13G,  SC 13G/A
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Filing Submission 0000315066-15-002483   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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