Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / pricing-committee-resolutions-draft.docx
pricing-committee-resolutions-draft.docx
Parties
Harkness LLP
Redstone Gaming Corp
Delaware General Corp
Hargrove Williams Securities LLC
Clearwater Capital Markets Inc
Ridgeline Advisory Group LLC
Pratt LLP
Associates LLP
Dates
September 30, 2025
March 14, 2024
March 28, 2024
October 6, 2025
October 14, 2025
June 15, 2028
October 31, 2025
Amounts
$0.001
$25.00
$550,000,000
$207,000,000
$70,000,000
$45,000,000
$50,000,000
$325,000,000
$275,000,000
$6,450,000
Obligations
001 per share (the "Common Stock"); WHEREAS, the Board resolved that the Committee shall be comprised of three members, and designated the following individuals to serve as the members of the Committee: (i) Marcus Hale, Chief Executive Officer and Director of the Company; (ii) Lena Okafor, Chief Financial Officer of the Company; and (iii) Patricia Moynihan, Independent Director and Chair of the Finance Committee of the Board; WHEREAS, the Board, pursuant to the Company's Amended and Restated Bylaws and applicable provisions of the Delaware General Corporation Law, delegated to the Committee the authority to determine and approve the final terms of the public offering of shares of Common Stock, including, without limitation, the authority to set: (a) the final public offering price per share of Common Stock, provided that such price shall not be less than $25
RESOLUTION 3: APPROVAL OF SYNDICATE ALLOCATION RESOLVED, that the Committee hereby approves the allocation of firm shares among the several Underwriters as follows: RESOLVED FURTHER, that the Option Shares, if and to the extent the Over-Allotment Option is exercised by the Underwriters, shall be allocated among the Underwriters in the same proportions as set forth in the table above, unless otherwise agreed by the Representatives and the Company
RESOLVED FURTHER, that the Underwriting Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to the conflict-of-laws principles thereof
RESOLUTION 7: USE OF NET PROCEEDS RESOLVED, that the Committee hereby confirms the intended use of net proceeds from the Offering substantially as set forth in the Final Prospectus Supplement, as follows: (a) approximately $70,000,000 shall be allocated for the acquisition of development rights and initial construction costs in connection with the Company's proposed casino-resort development project in Bossier City, Louisiana (the "Bossier City Project"), including site acquisition, pre-development expenditures, architectural and engineering fees, and initial construction-phase costs; (b) approximately $45,000,000 shall be allocated for the renovation, rebranding, and capital improvement of the Company's leased gaming facility located in Gary, Indiana (the "Gary Facility"), including gaming floor redesign, technology upgrades, hospitality enhancements, and associated rebranding expenses; (c) approximately $50,000,000 shall be allocated for the partial retirement of the Company's outstanding 6
as indenture trustee, thereby reducing the aggregate outstanding principal amount of the Senior Notes from $325,000,000 to $275,000,000; and (d) the remainder, estimated to be approximately $6,450,000 (after deducting underwriting discounts and estimated offering expenses), shall be used for general corporate purposes, including working capital needs
RESOLVED FURTHER, that the allocation of net proceeds among the foregoing uses shall be subject to adjustment by the officers of the Company as business circumstances, market conditions, and the strategic priorities of the Company may require, and that such officers are hereby authorized and empowered to reallocate the net proceeds among the foregoing uses or to other uses consistent with the best interests of the Company and its stockholders, provided that any material reallocation shall be disclosed in accordance with applicable securities laws and regulations