-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CdQiPEXUjZAwEE3WeU3HR36gpzuEXgVgNwAoRGHzkQl9qLYkfG2Hc2bSmyI6qPy7 FoHrcl47h8jPec/55nWiFA== 0000899647-07-000019.txt : 20070611 0000899647-07-000019.hdr.sgml : 20070611 20070611125202 ACCESSION NUMBER: 0000899647-07-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070611 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070611 DATE AS OF CHANGE: 20070611 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RIVIERA HOLDINGS CORP CENTRAL INDEX KEY: 0000899647 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 880296885 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21430 FILM NUMBER: 07911784 BUSINESS ADDRESS: STREET 1: 2901 LAS VEGAS BLVD SOUTH CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 7027345110 MAIL ADDRESS: STREET 1: 2901 LAS VEGAS BLVD S CITY: LAS VEGAS STATE: NV ZIP: 89109 8-K 1 rhc8k_061107.txt RHC8K_061107 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 and Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2007 RIVIERA HOLDINGS CORPORATION (exact name of registrant as specified in its charter) Nevada 000-21430 88-0296885 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 2901 Las Vegas Boulevard South Las Vegas, Nevada 89109 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code (702) 794-9527 - ------------------------------------------------------------------------------ (Former name or former address, if changed since last report) 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): [] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Section 7 - Regulation FD Item 7.01 Regulation FD Disclosure. On June 11, 2007, we issued a press release reporting that we obtained $245 million of new senior secured credit facilities, which replaced our 11% Senior Secured Notes and our five-year senior secured credit facility from 2002. A copy of the press release is included in Exhibit 99.1 hereto. We will report additional information regarding the new credit facilities in a Form 8-K to be filed on or before June 14, 2007. The information in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as and when expressly set forth by such specific reference in such filing. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits. (a) Not applicable. (b) Not applicable. (c) Not applicable. (d) Exhibits: Exhibit 99 Riviera Holdings Corporation Press Release dated June 11, 2007 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. Date: June 11, 2007 RIVIERA HOLDINGS CORPORATION By: /s/ Mark Lefever Mark Lefever Treasurer and Chief Financial Officer EX-99 2 rhcpr_061107.txt RHCPR_061107 Riviera Holdings Corporation 2901 Las Vegas Boulevard South Las Vegas NV 89109 Investor Relations: (800) 362-1460 TRADED: AMEX - RIV www.rivierahotel.com FOR FURTHER INFORMATION AT THE COMPANY INVESTOR RELATIONS Mark Lefever, Treasurer and CFO Betsy Truax, Skorpus Consulting (702) 794-9527 Voice (208) 241-3704 Voice (702) 794-9442 Fax (208) 232-5317 Fax Email: mlefever@theriviera.com Email: betsytruax_hartman@msn.com FOR IMMEDIATE RELEASE RIVIERA RECEIVES $245 MILLION IN SENIOR SECURED CREDIT FACILITIES LAS VEGAS, NV (June 11, 2007) - Riviera Holdings Corporation (AMEX: RIV) today announced that it has obtained $245 million of new senior secured credit facilities, comprised of a $20 million five-year revolving credit facility and a $225 million seven-year term loan. Riviera is using the proceeds of the new term loan to refinance its 11% Senior Secured Notes due June 15, 2010 in the original principal amount of $215 million. Riviera started the 30-day call period to redeem those notes on June 8. The new senior secured revolving credit facility, on which Riviera has not yet drawn, replaces the Company's revolving credit facility that was terminated last week. Riviera entered into floating to fixed rate swap for substantially the entire term loan at an attractive rate of LIBOR plus 2%, or effectively 7.48%. Riviera is permitted to prepay the facilities without premium or penalties. Most of the outstanding principal amount of the term loan will mature in the seventh year of the term. "Wachovia Securities did an outstanding job in marketing these credit facilities. The response rate from their efforts was impressive in terms of the swiftness and number of responses we received," said William L. Westerman, Chairman and CEO of Riviera Holdings Corporation. "The new senior credit facilities will reduce interest costs and provide greater financial flexibility to the Company." The new senior credit facilities are guaranteed by all of Riviera's active subsidiaries and secured by the stock of those subsidiaries and all or substantially all of the assets of Riviera and its subsidiaries. Additional details regarding the new credit facilities will be reported in Riviera's Form 8-K to be filed with the Securities and Exchange Commission on or before June 14, 2007. Forward-Looking Statements This news release contains "forward-looking statements", as that term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which we believe are reasonable at the present time. These forward-looking statements involve significant uncertainties as to whether we will achieve future growth and success. Our actual results and actual events may differ materially from what is expressed or implied in our forward-looking statements. We do not plan to update our forward-looking statements even though our situation or plans may change in the future, unless applicable law requires us to do so. About Riviera Holdings Riviera Holdings Corporation owns and operates the Riviera Hotel and Casino on the Las Vegas Strip and the Riviera Black Hawk Casino in Black Hawk, Colorado. Riviera's stock is listed on the American Stock Exchange ("AMEX") under the symbol RIV. # # # -----END PRIVACY-ENHANCED MESSAGE-----