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
April 5, 1996
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(Date of Report)
DEBBIE REYNOLDS HOTEL & CASINO, INC.
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(Exact Name of Registrant as specified in its charter)
Nevada
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(State or other jurisdiction of incorporation)
0-18864 88-0335924
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(Commission File Number) (IRS Employer Identification Number)
305 Convention Center Drive, Las Vegas, Nevada 89109
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(Address of principal executive offices including zip code)
(702) 734-0711
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(Registrant's telephone number including area code)
N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
In its most recent filing on Form 10-QSB with the Securities and Exchange
Commission (the "Commission"), Debbie Reynolds Hotel & Casino, Inc. (the
"Company") reported net losses of $1,460,000 and $3,775,000, respectively, for
the three and nine months ended September 30, 1995 and a working capital
deficiency of $2,584,000 as of September 30, 1995.
During the fourth quarter of 1995 the Company continued to incur
substantial losses, comparable to the prior quarter's losses, and the Company's
financial condition has continued to deteriorate. The Company anticipates that
it will report substantial losses for the year ended December 31, 1995 and a
significant working capital deficiency as of December 31, 1995 in its Annual
Report on Form 10-KSB to be filed with the Commission (the "1995 Form 10-KSB").
On March 28, 1996 the Company filed a Form 12b-25 Notification of Late filing
with the Commission with respect to its 1995 Form 10-KSB (the "Form 12b-25"). In
the Form 12b-25 the Company indicated that it was unable to timely file its 1995
Form 10-KSB with the Commission because it was unable to engage its accountants
due to its limited funds. Under the Form 12b-25 the Company had until April 15,
1996 to file its 1995 Form 10-KSB with the Commission. At the time of the filing
of the Form 12b- 25, the Company had arranged for a short-term loan which would
be used to pay its accountants for accounting services provided during the 1995
fiscal year which would allow the accountants to begin work on the audit for the
1995 Form 10-KSB. Since the filing of the Form 12b-25 the maker of the
short-term loan decided not to make the loan, and, as a result, the Company will
not be able to obtain audited financial statements by April 15, 1996 and,
therefore, the Company will not be able to file its 1995 Form 10-KSB by such
date. The Company anticipates and hopes that it will be able to arrange other
financing in the near future which will enable it to engage its accountants to
perform the audit work necessary to complete and file its 1995 Form 10- KSB.
The Company currently is in default in the payment of the following
indebtedness:
1) an aggregate of approximately $160,000 of interest on its outstanding
Debentures;
2) payroll taxes aggregating approximately $425,000;
3) equipment and signage leases aggregating approximately $500,000;
4) an aggregate of approximately $250,000 in premiums on its
health insurance;
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5) an aggregate of approximately $900,000 under the service agreement with
Raymax Productions, a company wholly-owned by Ms. Reynolds; and
6) various other accounts payables aggregating approximately $1,250,000.
In late 1995 the Company filed a Registration Statement on Form S-8
registering 750,000 shares of Common Stock underlying stock options (the
"Options") to be issued to Peter D. Bistrian Consulting, Inc. and Robert C.
Brehm Consulting, Inc. (collectively the "Consultants") in consideration of
certain consulting services to be performed by such entities under two separate
consulting agreements. The Options were exercised by the Consultants through the
issuance of two short-term promissory notes payable to the Company in the
principal amounts of $364,500 and $198,000 (collectively the "Notes").
Subsequent to the issuance of the shares, the Consultants defaulted on the
payment of the Notes. The Company currently is pursuing its remedies against the
Consultants, their principals and others with respect to these shares.
The Company has terminated its Amended and Restated Space Lease Agreement
dated May 7, 1993 (the "Lease Agreement") with Debbie's Casino, Inc. Under the
Lease Agreement Jackpot Enterprises, Inc. ("Jackpot"), through its subsidiary
Debbie's Casino, Inc., owned and operated the casino located in the Debbie
Reynolds Hotel & Casino (the "Hotel"). The Company has terminated the Lease
Agreement due to Jackpot's breach of the agreement. The Company does not have a
gaming license to operate a casino but is in the process of applying for its own
gaming license with the Nevada gaming authorities. As a result of such
termination, the Hotel will no longer have a casino until such time, if and
when, the Company obtains its own gaming license, or the Company enters into a
lease agreement with another licensed gaming operator. At this time, the Company
has no current plans to enter into another such lease arrangement and the
Company is unable to predict, if and when, the Company may obtain its own gaming
license.
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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, thereunto duly authorized.
DEBBIE REYNOLDS HOTEL & CASINO, INC.
Date: April 5, 1996 By:/s/ TODD FISHER
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Todd Fisher,
Chief Executive Officer
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