As filed with the Securities and Exchange Commission on June 26, 2019
Registration No. 333-232336
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
ELDORADO RESORTS, INC.
(Exact name of registrant as specified in its charter)
Nevada | 46-3657681 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification number) |
Eldorado Resorts, Inc.
100 West Liberty Street, Suite 1150
Reno, Nevada 89501
(775)328-0100
(Address, including zip code, and telephone number, including area code, of principal executive offices)
Eldorado Resorts, Inc. Amended and Restated 2015 Equity Incentive Plan
(Full title of the plan)
Thomas R. Reeg
Chief Executive Officer
Eldorado Resorts, Inc.
100 West Liberty Street, 11th Floor
Reno, Nevada 89501
(775)328-0100
(Name and address, including zip code, and telephone number, including area code, of agent for service of process)
With a copy to:
Deborah R. Conrad, Esq.
Milbank LLP
2029 Century Park East, 33rd Floor
Los Angeles, California 90067-3019
(424)386-4671
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” inRule 12b-2 of the Exchange Act.:
Large accelerated filer | ☒ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☐ | Smaller reporting company | ☐ | |||
Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act of 1933. ☐
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 (reg. no. 333-232336) is being filed solely for the purpose of removing Exhibit 4.2 and refiling the previous Exhibit 4.3 thereto, in order to correct an administrative error which resulted in the wrong document being filed as Exhibit 4.3. The correct document has been filed as Exhibit 4.2 to this Post-Effective Amendment No. 1. All other portions of the Registration Statement, as previously filed, remain unchanged.
EXHIBIT INDEX
* | Filed herewith. |
** | Previously filed. |
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Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on FormS-8 and has duly caused this Post-Effective Amendment No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Reno, State of Nevada, on this 26th day of June, 2019.
Eldorado Resorts, Inc. | ||
By: | /s/ Edmund L. Quatmann, Jr. | |
Name: | Edmund L. Quatmann, Jr. | |
Title: | Executive Vice President and Chief Legal Officer |
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | ||
/s/ Thomas R. Reeg | Chief Executive Officer (Principal Executive Officer) and Director | June 26, 2019 | ||
Thomas R. Reeg | ||||
/s/ Bret Yunker | June 26, 2019 | |||
Bret Yunker | Chief Financial Officer (Principal Financial Officer) | |||
* | Executive Chairman of the Board of Directors | June 26, 2019 | ||
Gary L. Carano | ||||
* | Director | June 26, 2019 | ||
Bonnie Biumi | ||||
* | Director | June 26, 2019 | ||
Frank J. Fahrenkopf Jr. | ||||
* | Director | June 26, 2019 | ||
James B. Hawkins | ||||
* | Director | June 26, 2019 | ||
Gregory J. Kozicz | ||||
* | Director | June 26, 2019 | ||
Michael E. Pegram | ||||
* | Director | June 26, 2019 | ||
David P. Tomick | ||||
* | Director | June 26, 2019 | ||
Roger P. Wagner |
* | By: | /s/ Edmund L. Quatmann, Jr. | ||
Name: | Edmund L. Quatmann, Jr. | |||
Attorney-in-fact |
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