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Change in ownership or control of slot machine licensee - 4 Pa. Cons. Stat. § 1328

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     § 1328.  Change in ownership or control of slot machine
                licensee.
        (a)  Notification and approval.--
            (1)  A slot machine licensee shall notify the board prior
        to or immediately upon becoming aware of any proposed or
        contemplated change of ownership of the slot machine licensee
        by a person or group of persons acting in concert which
        involves any of the following:
                (i)  More than 5% of a slot machine licensee's
            securities or other ownership interests.
                (ii)  More than 5% of the securities or other
            ownership interests of a corporation or other form of
            business entity that owns directly or indirectly at least
            20% of the voting or other securities or other ownership
            interests of the licensee.
                (iii)  The sale other than in the ordinary course of
            business of a licensee's assets.
                (iv)  Any other transaction or occurrence deemed by
            the board to be relevant to license qualifications.
            (2)  Notwithstanding the provisions of paragraph (1), a
        slot machine licensee shall not be required to notify the
        board of any acquisition by an institutional investor
        pursuant to paragraph (1)(i) or (ii) if the institutional
        investor holds less than 10% of the securities or other
        ownership interests referred to in paragraph (1)(i) or (ii),
        the securities or interests are publicly traded securities
        and its holdings of such securities were purchased for
        investment purposes only and the institutional investor files
        with the board a certified statement to the effect that it
        has no intention of influencing or affecting, directly or
        indirectly, the affairs of the licensee, provided, however,
        that it shall be permitted to vote on matters put to the vote
        of the outstanding security holders. Notice to the board and
        board approval shall be required prior to completion of any
        proposed or contemplated change of ownership of a slot
        machine licensee that meets the criteria of this section.
        (b)  Qualification of purchaser of slot machine licensee;
     change of control.--The purchaser of the assets, other than in
     the ordinary course of business, of any slot machine licensee
     shall independently qualify for a license in accordance with
     this part and shall pay the license fee as required by section
     1209 (relating to slot machine license fee). A change in control
     of any slot machine licensee shall require that the slot machine
     licensee independently qualify for a license in accordance with
     this part, and the slot machine licensee shall pay a new license
     fee as required by section 1209, except as otherwise required by
     the board pursuant to this section.
        (c)  Change in control defined.--For purposes of this
     section, a change in control of a slot machine licensee shall
     mean the acquisition by a person or group of persons acting in
     concert of more than 20% of a slot machine licensee's securities
     or other ownership interests, with the exception of any
     ownership interest of the person that existed at the time of
     initial licensing and payment of the initial slot machine
     license fee, or more than 20% of the securities or other
     ownership interests of a corporation or other form of business
     entity which owns directly or indirectly at least 20% of the
     voting or other securities or other ownership interests of the
     licensee.
        (d)  Fee reduction.--The board may in its discretion
     eliminate the need for qualification and/or proportionately
     reduce, but not eliminate, the new license fee otherwise
     required pursuant to this section in connection with a change of
     control of a licensee, depending upon the type of transaction,
     the relevant ownership interests and changes thereto resulting
     from the transaction and other considerations deemed relevant by
     the board.
        (e)  License revocation.--Failure to comply with this section
     may cause the license issued under this part to be revoked or
     suspended by the board unless the purchase of the assets or the
     change in control that meets the criteria of this section has
     been independently qualified in advance by the board and any
     required license fee has been paid.

        Cross References.  Section 1328 is referred to in sections
     1209, 1302, 1307, 1312, 1327 of this title.

Last modified: November 27, 2007