-----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, If3V/5K2kr1KLgcnv7hqN/6W4Ki4JU7jTl6KOItbr4UZxovnMgn78SNBQ66kpsNr UaIP3sMytMY+JZXvkrLZUw== 0000898430-00-003825.txt : 20001215 0000898430-00-003825.hdr.sgml : 20001215 ACCESSION NUMBER: 0000898430-00-003825 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001214 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARVEYS CASINO RESORTS CENTRAL INDEX KEY: 0000914022 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 880066882 STATE OF INCORPORATION: NV FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12802 FILM NUMBER: 789375 BUSINESS ADDRESS: STREET 1: HWY 50 & STATELINE AVE STREET 2: P O BOX 128 CITY: LAKE TAHOE STATE: NV ZIP: 89449 BUSINESS PHONE: 7755882411 8-K 1 0001.txt FORM 8-K 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) December 14, 2000 ------------------------------- Harveys Casino Resorts ------------------------------ (Exact name of registrant as specified in its charter) Nevada 1-12802 88-0066882 - ------------------------------- ------------ ------------------- (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) Highway 50 and Stateline Avenue, P.O. Box 128 Lake Tahoe, Nevada 89449 - --------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (775) 588-2411 ----------------- - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other. Harveys Casino Resorts announced today that it has postponed the previously announced private financing effort for the acquisition of Pinnacle Entertainment, Inc. (f/k/a Hollywood Park, Inc.) The merger agreement relating to such acquisition has not been terminated, and remains in full force and effect. Harveys intends to continue to evaluate the prospects for the transaction, but cannot assure that a transaction will be consummated. As a result, Harveys is terminating the cash tender offers and consent solicitations by its subsidiaries, with respect to approximately $150 million of Harvey's 10-5/8% Senior Subordinated Notes due 2006, approximately $350 million of Pinnacle's 9-1/4% Senior Subordinated Notes due 2007 and approximately $125 million of Pinnacle's 9-1/2% Senior Subordinated Notes due 2007. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits The following exhibits are incorporated by reference into this report: Exhibit Number Description - ------ ----------- 99.1 Press release, dated December 14, 2000 2 SIGNATURE 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 thereunto duly autho rized. HARVEYS CASINO RESORTS Date: December 14, 2000 By: /s/ John J. McLaughlin __________________________ John J. McLaughlin Senior Vice President, Chief Financial Officer EXHIBIT INDEX TO CURRENT REPORT ON FORM 8-K ------------------------------------------- Exhibit Number Description - ------ ----------- 99.1 Press release, dated December 14, 2000 EX-99.1 2 0002.txt PRESS RELEASE DATED DECEMBER 14, 2000 Exhibit 99.1 Contact: John McLaughlin, Chief Financial Officer of Harveys Casino Resorts at: (775) 588-2411 For Immediate Release: - --------------------- 9:15 a.m., EST, December 14, 2000 HARVEYS CASINO RESORTS POSTPONES OFFERING AND TERMINATES TENDER OFFERS Lake Tahoe, Nevada - Harveys Casino Resorts announced today that it has postponed the previously announced private financing effort for the acquisition of Pinnacle Entertainment, Inc. (f/k/a Hollywood Park, Inc.). The merger agreement relating to such acquisition has not been terminated, and remains in full force and effect. Harveys intends to continue to evaluate the prospects for the transaction, but cannot assure that a transaction will be consummated. As a result, Harveys is terminating the cash tender offers and consent solicitations by its subsidiaries, with respect to approximately $150 million of Harvey's 10-5/8% Senior Subordinated Notes due 2006, approximately $350 million of Pinnacle's 9-1/4% Senior Subordinated Notes due 2007 and approximately $125 million of Pinnacle's 9-1/2% Senior Subordinated Notes due 2007. Founded in 1944 by Harvey and Llewellyn Gross, Harveys Casino Resorts wholly owns and operates Harveys Resort Hotel/Casino, a AAA Four-Diamond full-service resort at Lake Tahoe, Nevada; Harveys Wagon Wheel Hotel/Casino in Central City, Colorado, and Harveys Casino Hotel in Council Bluffs, Iowa. Harveys Casino Resorts also manages Bluffs Run Casino in Council Bluffs, Iowa. This press release contains "forward-looking statements," as defined in the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, with respect to Harveys' business and its expectations or beliefs concerning future events. These statements may include statements for the period following the completion of the merger transactions. Words such as, but not limited to, "believes," "expects," "anticipates," "estimates," "intends," "plans" and similar expressions are intended to identify forward-looking statements. All forward-looking statements involve risks and uncertainties. Many risk and uncertainties are inherent in the gaming industry. Others are more specific to Harveys' operations. The occurrence of the event described, and the achievement of the intended results, depend on many events, some or all of which are not predictable or within Harvey's control. Actual results may differ materially from expected results. All future written and verbal forward-looking statements attributable to Harveys or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Harveys and its affiliates undertake no obligation, and specifically decline any obligation, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur. -----END PRIVACY-ENHANCED MESSAGE-----