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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)
January 8, 1998
MIRAGE RESORTS, INCORPORATED
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(Exact name of Registrant as specified in its charter)
Nevada 1-6697 88-0058016
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(State or other juris- (Commission (IRS Employer
diction of incorporation) File No.) Identification No.)
3400 Las Vegas Boulevard South, Las Vegas, Nevada 89109
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (702) 791-7111
N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
This Form 8-K is being filed solely to report the following matters:
1. The Registrant is a party to an agreement (the "Redevelopment
Agreement") with the City of Atlantic City (the "City")
pursuant to which the City has agreed to convey a total of 181
acres (125 acres of which are developable) located in the
Marina area of Atlantic City (the "Marina Site")to the
Registrant in exchange for the Registrant agreeing to develop
a hotel-casino on the Marina Site and undertaking certain
other obligations, including remediation of environmental
contamination on the Marina Site. On January 8, 1998, the
Registrant and the City executed an amendment to the
Redevelopment Agreement and the City conveyed the Marina Site
to the Registrant.
On January 15, 1998, the Registrant notified Circus Circus
Enterprises, Inc. ("Circus") and Boyd Gaming Corporation
("Boyd") that the Registrant's previous agreements with Circus
and Boyd relating to the Marina Site have terminated pursuant
to the terms of such agreements. Subsequently, Circus and Boyd
notified the Registrant that they dispute such terminations.
The Registrant is discussing possible transactions with Circus
and Boyd in Atlantic City, but there can be no assurance that
any agreement will be reached.
2. During 1997, the Las Vegas market, including the Registrant's
Las Vegas hotel-casinos (particularly the Golden Nugget and
Treasure Island), was negatively affected by a large increase
in city-wide room capacity. Such increase occurred principally
due to openings of expansion projects in December 1996 and a
new hotel-casino in January 1997. Although management expects
the Las Vegas hotel room supply to grow more slowly in 1998,
even taking into consideration the opening of the Registrant's
Bellagio hotel-casino in October 1998, competitive pressures
remained strong in the fourth quarter of 1997. In addition,
the New Year's holiday celebration is traditionally important
to the Registrant's fourth quarter operating results. In 1996,
New Year's Eve fell on a Tuesday, enhancing the results of the
prior weekend. However, in 1997, New Year's Eve fell on a
Wednesday, prompting many customers to celebrate over a long
weekend that fell principally in January. Primarily as a
result of these factors, the Registrant expects its fourth
quarter 1997 operating results to be below the results of the
prior-year period.
During the past three months, financial markets and currencies
of certain countries in the Far East have experienced
significant declines. Management estimates that approximately
7% of the Registrant's revenues are attributable to V.I.P.
customers from the
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Far East. Additionally, a significant portion of the
Registrant's accounts receivable is owed by such individuals.
The game of baccarat tends to be the game of choice of
customers from the Far East and management views the level of
baccarat play as a barometer of the Registrant's international
business. Despite the recent financial turmoil in the Far
East, the level of play at the Registrant's baccarat tables
increased in November and December of 1997 compared with the
same periods in 1996 and has continued to increase to date in
January 1998. Management has reviewed the Registrant's
accounts receivable and believes that the Registrant's
allowance for doubtful accounts is a sufficient reserve
against potentially uncollectible accounts. There can be no
assurance, however, as to the Registrant's future level of
baccarat play or the collectibility of its accounts
receivable.
3. Due to the unexpectedly large amount of rainfall recently
experienced on the Mississippi Gulf Coast and to other
factors, the Registrant has revised the expected completion
date of its Beau Rivage hotel-casino in Biloxi, Mississippi
from December 1998 to the first quarter of 1999.
Certain Forward-Looking Statements
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Certain information included in this Form 8-K contains forward-looking
statements, within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
Such statements include those in Paragraphs 2 and 3 of this Form 8-K relating to
the Registrant's operating results and the expected completion date of Beau
Rivage. Such forward-looking information involves important risks and
uncertainties that could significantly affect anticipated results in the future
and, accordingly, such results may differ from those expressed in any forward-
looking statements made herein. These risks and uncertainties include, but are
not limited to, those relating to development and construction activities,
dependence on existing management, leverage and debt service (including
sensitivity to fluctuations in interest rates), domestic or international
economic conditions, changes in federal or state tax laws or the administration
of such laws and changes in gaming laws or regulations.
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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.
MIRAGE RESORTS, INCORPORATED
(Registrant)
Date: January 19, 1998 By: /s/ Bruce A. Levin
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Bruce A. Levin
Vice President and General Counsel
