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): April 30, 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
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 April 30, 2007, we issued a press release reporting that we obtained
a best-efforts financing commitment for up to $245 million of senior secured
credit facilities. A copy of the press release is included in Exhibit 99.1
hereto.
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 99.1 Riviera Holdings Corporation press release dated April 27, 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: April 30, 2007 RIVIERA HOLDINGS CORPORATION
By: /s/ Mark Lefever
Mark Lefever
Treasurer and Chief Financial Officer
EXHIBIT 99.1
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 HOLDINGS SIGNS FINANCING COMMITMENT
LAS VEGAS, NV (April 30, 2007) - Riviera Holdings Corporation (AMEX:
RIV) today announced that it has obtained a commitment from Wachovia Bank,
National Association to use its best efforts to market and syndicate up to $245
million of senior secured credit facilities, to be comprised of a new $20
million five year revolving credit facility and a new $225 million seven year
term loan facility.
If Riviera obtains these senior secured credit facilities ("the
facilities"), it intends to use the proceeds for, among other purposes, the
refinancing of its 11% Senior Secured Notes due June 15, 2010 in the original
principal amount of $215 million.
Substantially all of the outstanding principal amount of the term loan
would mature in the seventh year of the term. Riviera would be permitted to
prepay the facilities without premium or penalties, subject to any arrangements
Riviera may enter into related to any LIBOR based loan.
"The new Senior Credit Facilities will reduce interest costs and
provide greater financial flexibility to the Company," commented William
Westerman, Chairman and CEO of Riviera Holdings Corporation.
Interest on loans under the facilities would bear interest at a rate
dependent in large part upon the rating received from the rating agencies.
The facilities would be guaranteed by all of Riviera's active
subsidiaries and would be secured by the stock of those subsidiaries and all or
substantially all of the assets of Riviera and its subsidiaries.
Wachovia's commitment to use its best efforts to secure commitments
from other lenders for the facilities is subject to various conditions
precedent, including satisfactory completion of due diligence reviews,
completion of a definitive credit agreement with Riviera and related
documentation for the facilities (which will contain, among other things,
representations, warranties, covenants and events of default customarily found
in similar financings) and the absence of material adverse changes on Riviera's
part.
Forward-Looking Statements
This report contains "forward-looking statements," as defined in
Section 27A of the Securities Act of 1933, as amended (the "Securities Act"),
and Section 21E of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). Forward-looking statements include the words "may," "would,"
"could," "likely," "estimate," "intend," "plan," "continue," "believe,"
"expect," "projections" or "anticipate" and similar words and include all
discussions about the facilities, including whether Riviera will in fact obtain
the facilities and, if so, what the definitive terms and conditions of the
facilities will be. Riviera does not guarantee that it will obtain the
facilities nor does it guarantee what the definitive terms and conditions of the
facilities would be or how favorable they would be to Riviera. Although Riviera
believes that its forward-looking statements are reasonable at the present time,
Riviera may not achieve its plans, objectives and expectations or Riviera may
modify them. You should read this report completely and with the understanding
that Riviera's actual results may be materially different from what Riviera
expects. Riviera does not plan to update forward-looking statements even though
its situation or plans may change in the future, unless applicable law requires
Riviera 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.
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