-----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, I+/A+qVNpry14zBEt09j5GvuWcSw+RTtuZocBfoqElgNYGkKdO5PlxR/04qtz7ry ddyoWrclUjwCrhZEGMsSpQ== 0001104659-06-041098.txt : 20060612 0001104659-06-041098.hdr.sgml : 20060612 20060612125925 ACCESSION NUMBER: 0001104659-06-041098 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060609 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060612 DATE AS OF CHANGE: 20060612 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARRAHS ENTERTAINMENT INC CENTRAL INDEX KEY: 0000858339 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 621411755 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10410 FILM NUMBER: 06899099 BUSINESS ADDRESS: STREET 1: ONE HARRAHS COURT CITY: LAS VEGAS STATE: NV ZIP: 89119 BUSINESS PHONE: 7024076000 MAIL ADDRESS: STREET 1: ONE HARRAHS COURT CITY: LAS VEGAS STATE: NV ZIP: 89119 FORMER COMPANY: FORMER CONFORMED NAME: PROMUS COMPANIES INC DATE OF NAME CHANGE: 19920703 8-K 1 a06-13619_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

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

June 9, 2006
Date of Report (Date of earliest event reported)

Harrah’s Entertainment, Inc.
(Exact name of registrant as specified in its charter)

Delaware

 

001-10410

 

62-1411755

(State of Incorporation)

 

(Commission File Number)

 

(IRS Employer

 

 

 

 

Identification Number)

 

 

 

 

 

 

One Caesars Palace Drive
Las Vegas, Nevada 89109
(Address of principal executive offices) (Zip Code)

 

(702) 407-6000
(Registrant’s telephone number, including area code)

(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))

 




Item 8.01         Other Events.

On June 9, 2006, the Registrant issued a press release relating to the expiration and results of the tender offers for any and all of the outstanding 7.50% Senior Notes due January 15, 2009 and 8.00% Senior Notes due February 1, 2011 issued by its wholly-owned subsidiary, Harrah’s Operating Company, Inc.

For additional information concerning the foregoing, a copy of the press release dated June 9, 2006 is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01         Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is being filed herewith:

99.1                           Text of press release, dated June 9, 2006.




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HARRAH’S ENTERTAINMENT, INC.

 

 

 

 

Date:   June 12, 2006

By:

/s/ Stephen H. Brammell

 

 

Stephen H. Brammell
Senior Vice President and General Counsel

 




EXHIBIT INDEX

Exhibit
Number

 

Document Description

 

 

 

99.1

 

Text of press release, dated June 9, 2006.

 



EX-99.1 2 a06-13619_1ex99d1.htm EX-99

Exhibit 99.1

Contact:

 

Dan Foley — Investors

 

Alberto Lopez — Media

 

 

 

 

 

 

 

Harrah’s Entertainment, Inc.

 

Harrah’s Entertainment, Inc.

 

 

 

 

 

 

 

(702) 407-6370

 

(702) 407-6344

 

Release #HET 06-0654

Harrah’s Operating Company Announces Results of Debt Tender Offers for 7.50%
Senior Notes due 2009 and 8.00% Senior Notes due 2011

LAS VEGAS —  June 9, 2006 — Harrah’s Operating Company, Inc. (the “Company”), a wholly-owned subsidiary of Harrah’s Entertainment, Inc. (NYSE:HET), today announced the results of its tender offers (the “Offers”) for its 7.50% Senior Notes due January 15, 2009 (the “2009 Notes”) and 8.00% Senior Notes due February 1, 2011 (the “2011 Notes” and, together with the 2009 Notes, the “Notes”). The Offers commenced on May 30, 2006, and expired yesterday at 5:00 p.m. ET (the “Expiration Date”).

As of the Expiration Date, $363.71 million of the 2009 Notes and $427.98 million of the 2011 Notes had been validly tendered and accepted for payment pursuant to the Offers. Settlement is expected to be June 9, 2006.

After the completion of the Offers, $136.29 million of the 2009 Notes and $72.02 million of the 2011 Notes will remain outstanding.

Deutsche Bank Securities Inc. and J.P. Morgan Securities Inc. acted as Dealer Managers for the Offers. The Information Agent and the Depositary was Global Bondholder Services Corporation.

Harrah’s Entertainment, Inc. is the world’s largest provider of branded casino entertainment through operating subsidiaries. Since its beginning in Reno, Nevada 68 years ago, Harrah’s has grown through development of new properties, expansions and




acquisitions. Harrah’s Entertainment is focused on building loyalty and value with its customers through a unique combination of great service, excellent products, unsurpassed distribution, operational excellence and technology leadership.

More information about Harrah’s is available at its Web site — www.harrahs.com.

This release includes “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. You can identify these statements by the fact that they do not relate strictly to historical or current facts. These statements contain words such as “may,” “will,” “project,” “might,” “expect,” “believe,” “anticipate,” “intend,” “could,” “would,” “estimate,” “continue” or “pursue,” or the negative or other variations thereof or comparable terminology. In particular, they include statements relating to, among other things, future actions, new projects, strategies, future performance, the outcomes of contingencies and future financial results of Harrah’s. These forward-looking statements are based on current expectations and projections about future events.

Investors are cautioned that forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties that cannot be predicted or quantified and, consequently, the actual performance of Harrah’s may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, the following factors, as well as other factors described from time to time in our reports filed with the Securities and Exchange Commission (including the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein):  the effects of local and national economic, credit and capital market conditions on the economy in general, and on the gaming and hotel industries in particular; construction factors, including delays, increased costs for labor and materials, availability of labor and materials, zoning issues, environmental restrictions, soil and water conditions, weather and other hazards, site access matters and building permit issues; the effects of environmental and structural building conditions relating to our properties; access to available and reasonable financing on a timely basis; the ability to




timely and cost-effectively integrate Caesars into our operations; changes in laws, including increased tax rates, regulations or accounting standards, third-party relations and approvals, and decisions of courts, regulators and governmental bodies; litigation outcomes and judicial actions, including gaming legislative action, referenda and taxation; the ability of our customer-tracking, customer loyalty and yield-management programs to continue to increase customer loyalty and same store sales or hotel sales; our ability to recoup costs of capital investments through higher revenues; acts of war or terrorist incidents or natural disasters; abnormal gaming holds; and the effects of competition, including locations of competitors and operating and market competition.

Any forward-looking statements are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. Harrah’s disclaims any obligation to update the forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements which speak only as of the date stated, or if no date is stated, as of the date of this press release.

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