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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): August 31, 1995
SAHARA GAMING CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Nevada 1-9481 88-0304348
(STATE OR OTHER (COMMISSION FILE (I.R.S. EMPLOYER
JURISDICTION OF NUMBER) IDENTIFICATION NO.)
INCORPORATION)
2535 Las Vegas Blvd. South, Las Vegas, Nevada 89109
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (702) 737-2111
None
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
Page 1 of 6 Pages
Exhibit Index at Page 4
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On August 31, 1995, Sahara Gaming Corporation consummated the
previously announced sale of substantially all of the assets of the Hacienda
Resort Hotel & Casino to Circus Circus Enterprises, Inc. for a purchase price of
$80 million in cash. The $80 million purchase price was determined through
negotiations between the parties.
A copy of Sahara's press release dated September 1, 1995 relating to
the sale and other related matters is filed as an Exhibit to this Current Report
on Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
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Exhibits
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99.1 September 1, 1995 Press Release.
99.2 Agreement for Purchase and Sale dated as of
January 10, 1995 by and among Hacienda Hotel
Inc., Sahara Gaming Corporation, as guarantor,
and William G. Bennett (Incorporated by
reference to Exhibit 10.107 to the Quarterly
Report on Form 10-Q of Sahara Gaming Corporation
(the "Form 10-Q") for the quarter ended December
31, 1994.)
99.3 Letter of Modification and Clarification by and
between Hacienda Hotel Inc., Sahara Gaming
Corporation, as guarantor, and William G.
Bennett dated March 3, 1995 (Incorporated by
reference to Exhibit 10.108 to the Form 10-Q for
the quarter ended March 31, 1995.)
99.4 Assignment and Consent to Assignment of
Agreement for Purchase and Sale dated January
10, 1995 by and among Hacienda Hotel Inc.,
Sahara Gaming Corporation, as guarantor, and
William G. Bennett to Circus Circus Enterprises,
Inc. dated March 5, 1995 (Incorporated by
reference to Exhibit 10.109 to the Form 10-Q for
the quarter ended March 31, 1995.)
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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.
SAHARA GAMING CORPORATION, a Nevada corporation
By: /s/ Thomas K. Land
----------------------------
Name: Thomas K. Land
Title: Senior Vice President
September 12, 1995
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EXHIBIT INDEX
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Sequentially
Exhibit No. Description Numbered Page
----------- ----------- -------------
<S> <C> <C>
99.1 September 1, 1995 Press 5
Release
99.2 Agreement for Purchase
and Sale dated as of
January 10, 1995 by and
among Hacienda Hotel
Inc., Sahara Gaming
Corporation, as
guarantor, and William
G. Bennett
(Incorporated by
reference to Exhibit
10.107 to the Quarterly
Report on Form 10-Q of
Sahara Gaming
Corporation (the "Form
10-Q") for the quarter
ended December 31,
1994.)
99.3 Letter of Modification
and Clarification by
and between Hacienda
Hotel Inc., Sahara
Gaming Corporation, as
guarantor, and William
G. Bennett dated March
3, 1995 (Incorporated
by reference to Exhibit
10.108 to the Form 10-Q
for the quarter ended
March 31, 1995.)
99.4 Assignment and Consent
to Assignment of
Agreement for Purchase
and Sale dated January
10, 1995 by and among
Hacienda Hotel Inc.,
Sahara Gaming
Corporation, as
guarantor, and William
G. Bennett to Circus
Circus Enterprises,
Inc. dated March 5,
1995 (Incorporated by
reference to Exhibit
10.109 to the Form 10-Q
for the quarter ended
March 31, 1995.)
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4
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Exhibit 99.1
FOR IMMEDIATE RELEASE: Friday, September 1, 1995
CONTACT: Thomas K. Land
Chief Financial Officer
Sahara Gaming Corporation
702-727-2750
FOR IMMEDIATE RELEASE:
----------------------
SAHARA GAMING CORPORATION ANNOUNCES CONSUMMATION OF HACIENDA SALE,
COMMENCEMENT OF OFFER TO PURCHASE SAHARA FINANCE CORP. NOTES AND PREFERRED
STOCK DIVIDEND
LAS VEGAS, NEVADA-Sahara Gaming Corporation (AMEX:SGM), announced today that
its subsidiary, Hacienda Hotel Inc., completed the sale of substantially all
of the assets of the Hacienda Resort Hotel and Casino on August 31, 1995. In
the sale, the Hacienda assets were sold to Circus Circus Enterprises for a
purchase price of $80 million in cash. As previously disclosed, the Company
intends to use the proceeds to retire indebtedness and for working capital
purposes, including the potential development of proposed projects.
The Company also announced that its subsidiary, Sahara Nevada Corp., commenced
on August 31, 1995 an offer to purchase all outstanding Sahara Finance Corp.
12-1/8% Guaranteed First Mortgage Notes Due 1996. Pursuant to the offer to
purchase, Sahara Nevada Corp. is offering to purchase for cash all outstanding
Notes at a price of $1,047 per $1,000 principal amount, plus accrued interest.
The offer is being made in connection with Sahara Nevada's agreement to sell
substantially all of its assets related to the Sahara Hotel & Casino, which
agreement is expected to be consummated on or about October 2, 1995, subject
to regulatory approval. In connection with the sale, Sahara Nevada and Sahara
Finance intend concurrently to defease, or purchase pursuant to the offer and
submit to the trustee for cancellation, all outstanding Notes. The offer and
withdrawal rights will expire at 12:00 midnight, New York City time, on
Friday, September 29, 1995, unless extended. Donaldson, Lufkin and Jenrette
Securities Corporation is acting as dealer manager, and U. S. Trust Company of
California N.A., is acting as depositary for the offer.
The Company also stated that its Board of Directors has declared a $.0856
semiannual dividend with respect to its preferred stock, payable on September
30, 1995 to shareholders of record on September 15, 1995. The semiannual
dividend will
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be paid in shares of preferred stock in an amount equal to .04 of a share for
each share of preferred stock, as provided in the certificate of designation
with respect to the company's preferred stock. Cash will be paid in lieu of
the issuance of fractional shares based on the liquidation preference of $2.14
per share.
Sahara Gaming Corporation is a diversified gaming management company
headquartered in Las Vegas. The company owns and operates the Sahara Casino
Hotel on the Las Vegas Strip, the Santa Fe Hotel & Casino in northwest Las
Vegas, and the Pioneer Hotel and Gambling Hall in Laughlin, Nevada.
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