-----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, LpIgRvIyzXdIrGmzCE79sHtpAjjH6Gr4atRAfsPTF9PpJqOqSV6kz0uCLtkyfeN3 /EkRi20mHXxfgQ9WUUkCMw== 0000950123-09-022559.txt : 20090716 0000950123-09-022559.hdr.sgml : 20090716 20090716060041 ACCESSION NUMBER: 0000950123-09-022559 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090715 ITEM INFORMATION: Other Events FILED AS OF DATE: 20090716 DATE AS OF CHANGE: 20090716 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BLACK GAMING, LLC CENTRAL INDEX KEY: 0001319842 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE OPERATORS (NO DEVELOPERS) & LESSORS [6510] IRS NUMBER: 208160036 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-123179 FILM NUMBER: 09947082 BUSINESS ADDRESS: STREET 1: 10777 W TWAIN AVE STREET 2: THIRD FLOOR CITY: LAS VEGAS STATE: NV ZIP: 89135 BUSINESS PHONE: 702-346-4040 MAIL ADDRESS: STREET 1: 10777 W TWAIN AVE STREET 2: THIRD FLOOR CITY: LAS VEGAS STATE: NV ZIP: 89135 FORMER COMPANY: FORMER CONFORMED NAME: BLACK GAMING LLC DATE OF NAME CHANGE: 20070104 FORMER COMPANY: FORMER CONFORMED NAME: Virgin River Casino CORP DATE OF NAME CHANGE: 20050304 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RBG, LLC CENTRAL INDEX KEY: 0001319845 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE OPERATORS (NO DEVELOPERS) & LESSORS [6510] IRS NUMBER: 860860535 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-123179-05 FILM NUMBER: 09947083 BUSINESS ADDRESS: STREET 1: 950 WEST MESQUITE BLVD. CITY: MESQUITE STATE: NV ZIP: 89027 BUSINESS PHONE: 702-346-4040 MAIL ADDRESS: STREET 1: 950 WEST MESQUITE BLVD. CITY: MESQUITE STATE: NV ZIP: 89027 FILER: COMPANY DATA: COMPANY CONFORMED NAME: B & B B, Inc. CENTRAL INDEX KEY: 0001319855 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE OPERATORS (NO DEVELOPERS) & LESSORS [6510] IRS NUMBER: 880254007 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-123179-04 FILM NUMBER: 09947084 BUSINESS ADDRESS: STREET 1: 950 WEST MESQUITE BLVD. CITY: MESQUITE STATE: NV ZIP: 89027 BUSINESS PHONE: 702-346-4040 MAIL ADDRESS: STREET 1: 950 WEST MESQUITE BLVD. CITY: MESQUITE STATE: NV ZIP: 89027 8-K 1 c87911e8vk.htm FORM 8-K Form 8-K
 
 

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): July 15, 2009

Black Gaming, LLC
(Exact name of registrant as specified in its charter)
         
Nevada   333-123179   20-8160036
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
10777 W Twain Ave, Las Vegas, Nevada
  89135
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (702) 318-6888
 
 
(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:

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))

 
 

 

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SECTION 8 – OTHER EVENTS

Item 8.01 Other Events.

As previously disclosed, due to, among other things, the failure to make the required semi-annual interest payment on January 15, 2009 due under its $125 million 9.0% Senior Secured Notes due 2012 (the “Senior Notes”), Black Gaming, LLC (“Black Gaming” and together with its direct and indirect wholly-owned subsidiaries, the “Company”) is in default under the Senior Notes and the Company’s Credit Agreement with Wells Fargo Foothill, Inc., dated as of December 20, 2004, as amended (the “Credit Agreement”). The Company also failed to make the scheduled semi-annual interest payment due July 15, 2009 under the Senior Notes.

Pursuant to the subordination provisions of the indenture governing the Company’s $66 million aggregate principal amount of 12.75% Senior Subordinated Discount Notes due 2013 (the “Subordinated Notes”), the Company is prohibited from making the $4,207,500 semi-annual interest payment on the Subordinated Notes due July 15, 2009 until the payment default under the Senior Notes has been cured or waived.  If the scheduled interest payment on the Subordinated Notes is not made within 30 days of the scheduled payment date, an event of default will occur under the indenture governing the Subordinated Notes, and the aggregate principal amount of the Subordinated Notes, plus the unpaid interest payment and any other amounts due and owing on the Subordinated Notes could be declared immediately due and payable by the trustee or by holders of 25% or more of the aggregate principal amount of the Subordinated Notes.

The failure to make the semi-annual interest payment under the Subordinated Notes within the 30-day grace period would constitute an additional event of default under the Credit Agreement. The acceleration of the Company’s obligations under the Subordinated Notes would constitute an additional event of default under the Senior Notes.  

 

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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.

         
    Black Gaming, LLC
     
Date: July 16, 2009
  By:   /s/ Sean P. McKay
 
       
 
      Sean P. McKay
 
  Its:   Chief Accounting Officer

 

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