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: November 7, 1995
ELSINORE CORPORATION
(Exact name of registrant as specified in its charter)
STATE OF NEVADA 1-7831 88 0117544
(State or other (Commission File (IRS Employer
jurisdiction) Number) of Incorporation
Identification No.)
202 Fremont Street 89101
Las Vegas, Nevada (Zip Code)
(Address of principal
executive offices)
Registrant's telephone, including area code: (702) 385-4011
Item 3. Bankruptcy or Receivership.
On October 31, 1995, Elsinore Corporation (the
"Registrant" or the "Company") and certain subsidiaries of
the Registrant filed a voluntary petition for reorganization
under Chapter 11 of the Bankruptcy Code with the United
States Bankruptcy Court for the District of Nevada (Las
Vegas, Nevada). The file number in the case is 95-24685 RCJ
with Judge Robert C. Jones presiding.
In connection with the filing of the petition, the
Registrant has been informed by the American Stock Exchange
that trading on the exchange in the common stock of the
Company has been halted indefinitely pending clarification
of the outcome of the bankruptcy proceedings.
Item 7. Financial Statements and Exhibits
(C) Exhibits.
99.1 Press Release dated October 31, 1995.
99.2 Voluntary Petition for bankruptcy pursuant to
Chapter 11 of the Bankruptcy Code dated October
31, 1995.
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SIGNATURE:
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this
Current Report on Form 8-K to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: November 7, 1995
ELSINORE CORPORATION
By:
THOMAS E. MARTIN, President
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EXHIBIT 99.1
For Further Information:
AT DUNN REBER GLENN MARZ
Liz Gamble/Sean Gamble/Jamie McKee
General Info 702-256-0065
FOR IMMEDIATE RELEASE
ELSINORE FILES FOR CHAPTER 11 PROTECTION
Flagship Property, Four Queens, Remains Fully Operational
LAS VEGAS, Nevada, Oct. 31, 1995...Elsinore Corporation (ASE/PSE:ELS)
disclosed that it has filed for Chapter 11 protection under the U.S.
Bankruptcy Code for itself and certain subsidiaries. The filing is a result
of the non-payment of interest in the amount of $3,562,500 on $57 million
principle amount of First Mortgage Notes and $150,000 on $3 million of secured
notes due October 1, 1995. The Company has been unable to reach a negotiated
compromise during the thirty-day grace period provided for under the Company's
debt instruments, which expires effective November 1, 1995.
"Despite previous attempts, as disclosed earlier, we have been unable to
reach a consensual restructuring with noteholders," said Thomas E. Martin,
president and chief executive officer for Elsinore. "By filing for Chapter 11
protection, we believe that we can achieve an optimal solution regarding debt
obligations while maintaining the integrity and viability of our flagship
property, the Four Queens Hotel and Casino in downtown Las Vegas."
While the well publicized construction and the related disruption in
downtown Las Vegas has had a negative impact on the Four Queens, this Chapter
11 filing should have no effect on patrons of the Four Queens Hotel and
Casino. The Four Queens has been a vital, dynamic Las Vegas property for more
than 30 years and will continue to contribute to the revitalization of
downtown and the growth of Las Vegas overall," Martin stated.
Martin observed that the suspension of Elsinore's involvement in the
Spotlight 29 Casino near Palm Springs and the initial lack of return from its
management of the 7 Cedars Casino in Washington state also have contributed to
the Company's inability to meet its current debt service obligations.
At The Four Queens - It's Business As Usual
"The Four Queens is open for business as usual," said Martin. "In fact,
as part of our long-term strategic planning, we've upgraded the physical
property, increased slot capacity and intensified our marketing efforts.
"Our goal over the last 24 months has been to set the stage for
maximizing operating cash flow over the longer term with initial emphasis on
preparing for the unveiling of the Fremont Street Experience. We believe we
are very close to accomplishing that goal," said Martin.
Poised To Benefit From Fremont Street Experience
"The issue is timing," said Martin. "The Four Queens is poised to
benefit from the Fremont Street Experience, scheduled to open in four weeks on
December 1, 1995."
During the last two years the Company has achieved significant
improvements in the cost structure of the Four Queens' operations through
staff reductions, personnel realignment and other measures. Other operating
improvements include significant renovation of the property, upgrading of slot
casino operations through an increase of the number of and improvement in the
mix of slot machines, the reconfiguring of the casino slot layout, more
efficient use of player tracking databases and focused marketing efforts.
"However," said Martin, "the positive impact of these efforts has been
overshadowed to date by the dramatic negative impact on cash flow from Fremont
Street Experience construction."
When the Fremont Street Experience opens to the public, we expect a
significant increase in traffic to the Four Queens positively affecting
gaming, hotel and restaurant activities. We expect the benefits derived from
a revitalized downtown Las Vegas combined with our cost containment efforts to
produce improved cash flows in both the near and long term," Martin concluded.
Martin noted that the Company was unable to speculate as to the effect
of the Chapter 11 filing on existing shareholders. However, he stated that
the American Stock Exchange was conducting an evaluation of the Company with
respect to its continued listing on the Exchange and no assurance could be
given that the listing on the Exchange would be continued.
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EXHIBIT 99.2
FORM 1. VOLUNTARY PETITION
UNITED STATES BANKRUPTCY COURT, District of Nevada
VOLUNTARY PETITION
IN RE: Elsinore Corporation
TAX I.D. NUMBER: 88-0117544
STREET ADDRESS OF DEBTOR: 202 Fremont Street, Las Vegas, Nevada 89101
COUNTY OF PRINCIPAL PLACE OF BUSINESS: Clark
VENUE:
Debtor has been domiciled or has had a residence principal place of business,
or principal assets in this District for 180 days immediately preceding the
date of this petition or for a longer part of such 180 days than in any other
District.
There is a bankruptcy case concerning debtor's affiliate, general partner, or
partnership pending in this District.
INFORMATION REGARDING DEBTOR:
TYPE OF DEBTOR: Corporation Publicly Held
NATURE OF DEBT: Business
TYPE OF BUSINESS: Other Business
CHAPTER OR SECTION OF BANKRUPTCY CODE UNDER WHICH THE PETITION IS FILED:
Chapter 11
FILING FEE: Filing Fee attached
BRIEFLY DESCRIBE NATURE OF BUSINESS: Publicly traded gaming company
NAME AND ADDRESS OF LAW FIRM OR ATTORNEY:
Streich Lang, P.A.
3800 Howard Hughes Parkway, Suite 1500
Las Vegas, Nevada 89109
Telephone - 702-792-2727
Streich Lang, P.A.
Renaissance One
Two North Central
Phoenix, Arizona 85004-2391
Telephone - 602-229-5200
NAME(S) OF ATTORNEY(S) DESIGNATED TO REPRESENT DEBTOR:
John J. Dawson, Ronald E. Reinsel, John R. Clemency, Brian Sirower
STATISTICAL/ADMINISTRATIVE INFORMATION
Debtor estimates that funds will be available for distribution to unsecured
creditors.
ESTIMATED NUMBER OF CREDITORS: 16 - 49
ESTIMATED ASSETS (in thousands of dollars): 10,000 - 99,000
ESTIMATED LIABILITIES (in thousands of dollars): 10,000 - 99,000
ESTIMATED NUMBER OF EMPLOYEES: 1 - 19
ESTIMATED NUMBER OF EQUITY SECURITY HOLDERS: 1,000 - OVER
FILING OF PLAN: Debtor intends to file a plan within the time allowed by
statute, rule or order of the court.
SIGNATURES: John R. Clemency, Esq., October 31, 1995
CORPORATE OR PARTNERSHIP DEBTOR:
Signature of Authorized Individual - Thomas E. Martin, President, October 31,
1995
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Exhibit "A"
In re Elsinore Corporation,
Debtor
Exhibit "A" to Voluntary Petition
1. Debtor's employer identification number is 88-0117544.
2. If any of debtor's securities are registered under section 12 of the
Securities and Exchange Act of 1934, the SEC file number is 1-7831.
3. The following financial date is the latest available information and
refers to debtor's condition on December 31, 1994. 1
a. Total assets $54,066,000
b. Total liabilities $69,293,000
Approx.
Number of
Holders
Fixed, liquidated secured debt
Contingent secured debt
Disputed secured claims $61,930,000 10
Unliquidated secured debt
Approx.
Number of
Holders
Fixed, liquidated unsecured debt
Contingent unsecured debt
Disputed unsecured claims $ 7,363,000 20
Unliquidated unsecured debt
Number of shares of preferred
stock N/A
Number of shares of common stock 15,891,793 4,223
1. The valuation information included on this Exhibit is based
exclusivity on the Debtor's consolidated balance sheets for December 31, 1994
and is not based on any professional valuation analysis or data. The Debtor
anticipates that a valuation of the Debtor's assets will occur as part of the
reorganization case, and the Debtor reserves the right to engage appropriate
valuation experts and consultants, subject to Court approval.
Comments, if any: The Debtor reserves its right to contest all debts, and
presently considers each and every debt as being contingent, disputed, and
unliquidated.
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4. Brief description of debtor's business: Holding company for hotel and
gaming businesses.
5. List the name of any person who directly or indirectly owns, controls, or
holds, with power to vote, 20% or more of the voting securities of debtor: N/A
6. List the names of all corporations 20% or more of the outstanding voting
securities of which are directly or indirectly owned, controlled, or held,
with power to vote, by debtor: Four Queens, Inc., a Nevada corporation; Four
Queens Experience Corporation, a Nevada corporation; Elsub Management
Corporation, a Nevada corporation; Pinnacle Gaming, inc., a Nevada
corporation; Olympia Gaming Corporatio 6. List the names of all corporations
20% or more of the outstanding voting securities of which are directly or
indirectly owned, controlled, or held, with power to vote, by debtor: n, a
Nevada corporation; Eagle Gaming, Inc., a Nevada corporation; Elsinore Tahoe,
Inc., a Nevada corporation; and Elsinore-Missouri Gaming, Inc., a Nevada
corporation, Mojave Gaming, Inc., a Nevada corporation.
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EXHIBIT "C"
Name of Debtor: Four Queens, Inc.
Relationship: Wholly-owned subsidiary
District: District of Nevada
Case No.: Unknown at this time
Date: October 31, 1995
Name of Debtor: Elsub Management Corporation ("Elsub")
Relationship: Wholly-owned subsidiary
District: District of Nevada
Case No.: Unknown at this time
Date: October 31, 1995
Name of Debtor: Four Queens Experience Corporation
Relationship: Wholly-owned subsidiary
District: District of Nevada
Case No.: Unknown at this time
Date: October 31, 1995
Name of Debtor: Palm Springs East, Limited Partnership
Relationship: Elsub owns 90% general partnership interest
District: District of Nevada
Case No.: Unknown at this time
Date: October 31, 1995
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CERTIFICATE OF RESOLUTION
This is to certify that, at a meeting of the Board of Directors of
ELSINORE CORPORATION, a Nevada corporation (See Sheet #1) (the "Corporation"),
duly called and held on the 19th day of October, 1995, a quorum being present
and voting, the following resolutions were unanimously adopted:
WHEREAS, the Directors deem it advisable and in the best interest of the
Corporation to file a Voluntary Petition pursuant to Chapter 11 of Title 11,
United States Code in the United States Bankruptcy Court for the District of
Nevada; and
WHEREAS, the Directors wish to authorize the President of the
Corporation, Thomas E. Martin, to execute any and all papers and/or documents
on behalf of the Corporation for the purpose of effectuating the foregoing
Voluntary Petition under Chapter 11, which papers and/or documents may include
but not necessarily be limited to: (i) Voluntary Petition; (ii) List of Twenty
Largest Unsecured Creditors; (iii) List of Creditors; (iv) Master Mailing
List; and (v) any and all other papers and/or documents that the President may
deem necessary or advisable for the purpose of effectuating the foregoing
Voluntary Petition and the reorganization of the Voluntary Petition and the
reorganization of the Corporation.
NOW, THEREFORE, BE IT RESOLVED, that the Corporation does hereby approve
of filing a Voluntary Petition pursuant to Chapter 11 of Title 11, United
States Code, in the United States Bankruptcy Court for the District of Nevada
on behalf of the Corporation; and
FURTHER RESOLVED, that the President of the Corporation, Thomas E.
Martin, is hereby authorized and directed to execute any and all papers and/or
documents on behalf of the Corporation, for the purpose of Chapter 11, which
papers and/or documents may include but not necessarily be limited to: (i)
Voluntary Petition; (ii) List of Twenty Largest Unsecured Creditors; (iii)
List of Creditors; (iv) Master Mailing List; and (v) any and all other
advisable for the purpose of effectuating the foregoing Voluntary Petition and
the reorganization of the Corporation.
This is further to certify that the foregoing resolution has not been
altered, amended, or revoked and remains in full force and effect.
IN WITNESS WHEREOF, I have hereunto set my hand and the seal of said
Corporation this 31st day of October, 1995.
By: Ernest E. East
Its: Secretary
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