Attached files
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EX-10.1 - EX101 - LAS VEGAS GAMING INC | ex101.htm |
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
Date
of Report (Date of earliest event reported):
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November 4,
2009
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Las
Vegas Gaming, Inc.
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(Exact
name of registrant as specified in its charter)
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Nevada
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000-30375
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88-0392994
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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3980
Howard Hughes Parkway, Suite 450, Las Vegas, Nevada
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89169
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
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702-871-7111
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Not
Applicable
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(Former
name or former address, if changed since last report.)
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
o Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Item
1.01 Entry into a Material Definitive Agreement.
On
November 4, 2009, Las Vegas Gaming, Inc. (the “Company”) entered into an Asset
Purchase Agreement (the “Purchase Agreement”) with Session Gaming, LLC (“Session
Gaming”) pursuant to which Session Gaming will acquire certain assets (the
“Assets”) and assume certain liabilities of the Company related to the Company’s
keno business (the “Keno Business”).
As
consideration for the Assets, and pending approval from applicable gaming
regulators, Session Gaming will pay the Company $100,000 (the “Purchase
Price”). The Purchase Price is subject to certain adjustments based
on a final accounting of the accounts receivable and accounts payable
attributable to the Keno Business on the closing of the
transaction.
The
Purchase Agreement includes representations, warranties, covenants and
indemnification customary for a transaction of this nature. The
Purchase Agreement also includes a covenant that the Company will not
participate in the Keno Business for a period of five years after the closing of
the transaction contemplated by the Purchase Agreement.
The
foregoing description of the Purchase Agreement is qualified in its entirety by
reference to the complete text of the Purchase Agreement, a copy of which is
filed herewith as Exhibit 10.1 and is incorporated herein by
reference.
Item
9.01. Financial Statements and Exhibits.
Exhibit
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Name
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Exhibit
10.1
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
LAS
VEGAS GAMING, INC.
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Date:
November 20, 2009
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By:
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/s/
Bruce A. Shepard
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Bruce
A. Shepard
Chief
Financial Officer
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