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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): November 13, 2000
JCC HOLDING COMPANY
(Exact Name of Registrant as Specified in Charter)
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DELAWARE 1-12095 62-1650470
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
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512 SOUTH PETERS STREET
NEW ORLEANS, LOUISIANA 70130
(Address of Principal Executive Offices and Zip Code)
(504) 533-6000
(Registrant's telephone number, including area code)
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ITEM 9. REGULATION FD DISCLOSURE.
On November 13, 2000, Jefferies & Company, Inc., our financial advisors
presented a proposed plan for restructuring our financial obligations based upon
the analysis and advice of our financial advisors. During this presentation, we
proposed various concessions to be made by our securities holders, our lenders,
our affiliates, Harrah's Entertainment, Inc., Harrah's Operating Company,
Harrah's New Orleans Management Company (the manager of the casino and a wholly
controlled affiliate of Harrah's Entertainment, Inc.), the State of Louisiana,
and other parties to whom we have contractual or legal obligations. Among other
things, the proposal included a provision to eliminate current equity holders
through a bankruptcy proceeding.
We also announced that we anticipate that our annual revenues for the
year ended December 31, 2000, are projected to be approximately $248 million.
Jefferies & Company further announced that they estimate based on current
operations and existing contractual obligations that the level of monthly
revenues needed for us to breakeven on a profit and loss basis is approximately
$35 million.
Attached hereto as Exhibit 99.1 is a description of the slides
presented by Jefferies & Company, JCC Holding Company's investment advisors, at
a presentation held before the Casino Tax Advisory Committee in New Orleans,
Louisiana on November 13, 2000. Also attached hereto as Exhibit 99.2 is a
Long-term Restructuring Term Sheet prepared by Jefferies & Company.
The Casino Tax Advisory Committee was assembled by the Mayor of New
Orleans to document its findings on the economic impact of the Harrah's New
Orleans Casino, owned by Jazz Casino Company, L.L.C., our wholly-owned
subsidiary, and make recommendations to the State of Louisiana regarding the
$100 million minimum payment due to the State of Louisiana. The Committee is
scheduled to report their findings and recommendations to the State subsequent
to November 23, 2000. We believe that unless the minimum payment due to the
State is reduced and economic concessions are obtained from numerous other
parties to whom Jazz Casino Company, L.L.C. has financial obligations, we will
not be able to continue as a viable business.
The disclosures made in this Current Report reflect an analysis
performed by us and our advisors. The recommendations made by our advisors have
not been formally considered or approved by our board of directors or any other
parties. For any such recommendations to be effectively implemented, if at all,
will require the approval of our board of directors and numerous third parties,
including our lenders, the State of Louisiana, the manager of our casino and
others. No assurance can be given that all the approvals necessary to implement
any or all of the recommendations disclosed in this Current Report or that
implementation of any or all of such recommendations would assure our continued
viability as an ongoing business. Without the implementation of such
recommendations, however, we believe we will not be able to continue as a viable
business. We believe that it will be necessary to initiate a bankruptcy
proceeding (i) to implement the recommendations disclosed in this Current Report
or (ii) if our current operating results do not dramatically improve
immediately, which we do not expect.
This Current Report with its Exhibits on Form 8-K includes
forward-looking statements made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995, including in particular the
statements about the projected annual 2000 revenues of $248 million, pro forma
operating profit projections for 2002 and 2003 giving effect to the
restructuring plan and the approximate level of sales revenue needed for us to
breakeven. Although we believe that the projection, plans, objectives,
expectations and prospects reflected in or suggested by such forward-looking
statements are reasonable, such statements involve uncertainties and risks, and
we cannot assure that such projections, plans, objectives, expectations and
prospects will be achieved. Important factors that could cause actual results to
differ materially from the results anticipated by the forward-looking statements
include our ability to reach agreement with third parties on such matters as (i)
granting us waivers for our failure to comply with certain agreements with them,
(ii) reducing the $100 million minimum annual payment that we are required to
make to the Louisiana Gaming Control Board and (iii) adjusting our operating
expenses, debt and capital structure. All written or oral forward-looking
Statements attributable to us are expressly qualified in their entirety by these
cautionary Statements.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION, AND EXHIBITS.
(c) Exhibits.
The following exhibits are filed herewith:
Exhibit No. Description
99.1 Slide Presentation from November 13, 2000 presentation
by Jefferies & Company, JCC Holding Company's
investment advisors, to the Casino Tax Advisory
Commission
99.2 Long-Term Restructuring Term Sheet prepared by
Jefferies & Company
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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.
JCC HOLDING COMPANY
(REGISTRANT)
/s/ L. Camille Fowler
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L. Camille Fowler
Vice President - Finance, Secretary and Treasurer
Date: November 14, 2000
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INDEX TO EXHIBITS
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EXHIBIT
NUMBER DESCRIPTION
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99.1 Slide Presentation from November 13, 2000 presentation by
Jefferies & Company, JCC Holding Company's investment
advisors, to the Casino Tax Advisory Commission
99.2 Long-Term Restructuring Term Sheet prepared by Jefferies
& Company
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