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) ~~August~~September 2127, 2012

GAMETECH INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware (State of incorporation)	000-23401 (Commission File Number)	33-0612983 (IRS Employer Identification No.)

8850 Double Diamond Pkwy. Reno, Nevada (Address of principal executive offices)		89521 (Zip Code)

(775) 850-6000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

Item 1.03 Bankruptcy or Receivership.

Item 92.01 ~~Financial~~Completion ~~Statements~~of ~~and~~Acquisition ~~Exhibits.~~or Disposition of Assets

Item 9.01

Financial Statements and Exhibits

SIGNATURES

Item 1.03

Bankruptcy or Receivership.

AsThe ~~previously~~information ~~disclosed,~~contained onin ~~July~~Item 2~~, 2012, GameTech International, Inc~~.01 ~~(the~~of ~~“Company”)~~this ~~and~~Form ~~its~~8-K ~~wholly~~is ~~owned~~incorporated ~~subsidiaries,~~herein ~~GameTech~~by ~~Arizona Corp~~reference., ~~GameTech~~As ~~Canada~~of ~~Corp.~~October ~~and~~1, ~~GameTech Mexico S. de R.L. de C.V. (collectively~~2012, ~~the~~there ~~“Subsidiaries”)~~were ~~filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) seeking relief under the provisions of Chapter~~ 11 ~~of the United States Bankruptcy Code (the “Code”). On June 27~~, ~~2012~~874,634 ~~the~~shares ~~Company received a notice~~ of the ~~sale and assignment of all of the~~ Company’s ~~outstanding~~common ~~indebtedness~~stock ~~(the “Indebtedness”) under its loan agreement to Yuri Itkis Gaming Trust (“Yuri Itkis”), which, as of such date, totaled approximately $16~~outstanding.~~4 million.~~

OnItem August 10, 2012, the Company’s Board of Directors approved the Company’s entry into an Asset Purchase Agreement dated August 8, 2012 (the “Purchase Agreement”) between the Company, the Subsidiaries, YI GT Acquisition, Inc. (the “Buyer”) and Yuri Itkis, a copy of which is filed as Exhibit 2.101 toCompletion ~~our Current Report on Form 8-K dated August 16, 2012. Pursuant to the Agreement, the Buyer proposes to acquire substantially all the assets~~ of ~~the~~Acquisition ~~Company~~or ~~and~~Disposition ~~the Subsidiaries (the “Assets”), subject to the Company’s receipt~~ of ~~higher bids for the~~ Assets ~~in connection with the auction procedures described below~~. Under the terms of the Purchase Agreement, the Buyer agrees to purchase the Assets for the following aggregate consideration (the “Consideration”): (i) credit of all outstanding Indebtedness; (ii) the credit pursuant to Section 363(k) of the Code of all DIP Obligations (as defined in the Purchase Agreement) owing as of the Effective Time (as defined in the Purchase Agreement); (iii) cash in an amount equal to $2,500,000 minus the amount of all DIP Obligations owing as of the Effective Time; (iv) the assumption of the Assumed Obligations (as defined in the Purchase Agreement); and (v) payment of all Sales Taxes (as defined in the Purchase Agreement). The Purchase Agreement also permits the Buyer, as a “qualified bidder,” to increase the amount of Consideration pursuant to the terms of the contemplated bid procedures. The Buyer entered into the Purchase Agreement as the “stalking horse” bidder for the Assets. As the stalking horse bidder, the Buyer’s offer to purchase the Assets, as set forth in the Purchase Agreement, would be the standard by which any other bids to purchase the Assets would be evaluated. Other interested bidders who submit qualifying offers would be permitted to participate in the auction of the Assets.

~~Following~~On ~~its~~October ~~entry~~1, ~~into~~2012, ~~the~~GameTech ~~Purchase Agreement~~International, Inc. (the “Company”) ~~filed~~completed athe ~~motion~~sale ~~with~~of ~~the~~substantially ~~Bankruptcy~~all ~~Court~~of onits ~~August~~assets 10to YI GT Acquisition, ~~2012~~Inc. ~~seeking~~(“Buyer”) ~~approval~~pursuant ofto an Asset Purchase Agreement dated August 8, 2012 (the “Purchase Agreement”) by and among the ~~contemplated~~Company, ~~bid~~its ~~procedures~~wholly owned subsidiaries, GameTech Arizona Corp., GameTech Canada Corp. and ~~bid~~GameTech ~~protections~~Mexico ~~(the~~S. ~~“Motion”)~~de R. OnL. ~~August~~de ~~21,~~C.V. ~~2012~~(collectively, the ~~Bankruptcy~~“Subsidiaries”), ~~Court~~Buyer ~~entered~~and anYuri ~~order~~Itkis ~~(the~~Gaming Trust (“~~Order~~Yuri Itkis”). The ~~approving,~~sale ~~among~~was ~~other~~effected ~~things,~~pursuant to the Purchase Agreement ~~and~~entered ~~the~~into ~~bid~~in ~~procedures~~connection with Company’s and ~~bid~~Subsidiaries’ ~~protections~~voluntary ~~relating~~petition tofiled in the ~~sale~~United States Bankruptcy Court for the District of Delaware (the ~~Company’s~~“Bankruptcy ~~Assets. In~~Court”) ~~addition,~~seeking onrelief ~~August~~under ~~21,~~the ~~2012,~~provisions of Chapter 11 (the “Bankruptcy”) ~~Court~~of ~~entered~~the anUnited ~~interim~~States ~~order~~Bankruptcy ~~authorizing~~Code. The Bankruptcy Court approved, among other things, the ~~Company~~Purchase toAgreement ~~obtain~~by ~~post-petition~~interim ~~financing~~Order upon toAugust ~~$250~~21,~~000~~ to2012, ~~continue~~as tofurther ~~operate~~described ~~its~~in ~~business~~the ~~and~~Company’s ~~pursue~~Current aReport ~~sale~~on ofForm ~~its~~8-K ~~Assets~~filed August 30, 2012. ~~Copies~~ ofAfter ~~the~~allowing ~~Motion~~time for other bidders and objections, the ~~Order~~Bankruptcy ~~and~~Court approved the ~~Interim~~sale ~~Order~~of ~~are~~substantially ~~attached~~all ~~hereto~~of asthe ~~Exhibits~~Company’s ~~99.1,~~assets ~~2.1~~to ~~and~~Buyer ~~99.2,~~pursuant ~~respectively,~~to the terms and ~~are~~conditions ~~incorporated~~of ~~herein~~the Purchase Agreement by ~~reference. As~~order ofon ~~August~~September 2127, 2012, ~~there~~a ~~were~~copy ~~11,874,634~~of ~~shares~~which ofis ~~the~~attached ~~Company’s~~as ~~common~~Exhibit ~~stock~~2.1 ~~outstanding~~and incorporated herein by reference.

In consideration for the sale of its assets, the Company received (i) credit of all the Company’s outstanding indebtedness under its loan agreement with Yuri Itkis which, as of September 27, 2012, totaled approximately $17.1 million; (ii) cash in an amount equal to $2,500,000; (iii) the assumption of the Assumed Obligations (as defined in the Purchase Agreement); and (iv) payment of all Sales Taxes (as defined in the Purchase Agreement).

The foregoing description of the Purchase Agreement does not purport to be a complete description of all terms of the Purchase Agreement and is qualified in its entirety by reference to the full text of the Purchase Agreement, a copy of which is set forth as Exhibit A to Exhibit 2.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
2.1 99.1 99.2		Order dated August 21, 2012 of the Bankruptcy Court Motion dated August 10, 2012 of the Company and the Subsidiaries Interim Order dated August 21, 2012 of the Bankruptcy Court
2.1		Order dated September 27, 2012 of the Bankruptcy Court

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.

	GAMETECH INTERNATIONAL, INC.
Dated: August 29, 2012	By:	/s/ Andrew Robinson
		Andrew Robinson Senior Vice President & Chief Financial Officer

	GAMETECH INTERNATIONAL, INC.



	By:	/s/ Andrew Robinson
	Andrew Robinson
	Senior Vice President & Chief Financial Officer

3Dated: October 2, 2012

Filing Compare · GAMETECH INTERNATIONAL INC