<PAGE>
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): October 2, 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 October 2, 1995, Sahara Gaming Corporation consummated the
previously announced sale of substantially all of the assets of the Sahara Hotel
& Casino to Gordon Gaming Corporation, a corporation wholly owned by William G.
Bennett, for a purchase price of $128 million in cash and a 27-acre parcel of
real property located on the Las Vegas Strip. The purchase price was determined
through negotiations between the parties.
A copy of Sahara's press release dated October 2, 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.
Exhibits
--------
99.1 October 2, 1995 Press Release.
99.2 Agreement for Purchase and Sale of the Sahara
Hotel and Casino dated as of May 31, 1995 by and
between Sahara Nevada Corp. and William G.
Bennett (Incorporated by reference to Exhibit
10.111 to the Current Report on Form 8-K of
Sahara Gaming Corporation filed on June 6, 1995
(the "Form 8-K").)
99.3 Agreement for Exchange of Real Property dated
May 31, 1995 by and between Sahara Las Vegas
Corp. and Gordon Gaming Corporation
(Incorporated by reference to Exhibit 10.112 to
the Form 8-K.)
2
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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
October 9, 1995
3
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Sequentially
Exhibit No. Description Numbered Page
- ----------- ----------- -------------
<C> <S> <C>
99.1 October 2, 1995 Press Release
99.2 Agreement for Purchase and Sale of the Sahara
Hotel and Casino dated as of May 31, 1995 by
and between Sahara Nevada Corp. and William G.
Bennett (Incorporated by reference to Exhibit
10.111 to the Current Report on Form 8-K of
Sahara Gaming Corporation filed on June 6, 1995
(the "Form 8-K").)
99.3 Agreement for Exchange of Real Property dated
May 31, 1995 by and between Sahara Las Vegas Corp.
and Gordon Gaming Corporation (Incorporated by
reference to Exhibit 10.112 to the Form 8-K.)
</TABLE>
4
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Exhibit 99.1
FOR IMMEDIATE RELEASE: Monday, October 2, 1995
CONTACT: Thomas K. Land
Chief Financial Officer
Sahara Gaming Corporation
702-658-4340
702-658-4303 (telefax)
SAHARA ANNOUNCES SALES OF SAHARA HOTEL
CONSUMMATION OF TENDER OFFER FOR SAHARA FINANCE CORP. NOTES
OCTOBER 2, 1995, LAS VEGAS, NEVADA--Sahara Gaming Corporation
(AMEX:SGM), announced today the consummation of the sale of the Sahara Hotel
and Casino to William G. Bennett. In the sale, Sahara received approximately
$128 million in cash and a 27-acre parcel of real property located on the Las
Vegas Strip. In connection with the sale, Sahara also announced the
consummation of the offer by its subsidiary, Sahara Nevada Corp. to acquire up
to approximately $114,000,000 principal amount of Sahara Finance Corp. 12-1/8%
Guaranteed First Mortgage Notes due 1996, which were secured by the Sahara
Hotel. Sahara Nevada Corp. accepted for payment $89.2 million principal
amount of Notes tendered in the offer and defeased the remaining balance of
the Notes.
Paul W. Lowden, President and Chief Executive Officer of Sahara,
stated "This is a pivotal time in the history of our Company. The effect of
this transaction should be highly beneficial to the future of the Company. We
are pleased to transfer our interest in the historic Sahara to William
Bennett, a pioneer of the gaming industry and one who has made a strong
commitment to the future of Las Vegas."
On August 31, 1995, Sahara consummated the sale of another of its
properties, the Hacienda Resort Hotel and Casino. In connection with the two
sales, the Company has retired approximately $175 million of indebtedness.
The Company is reviewing its alternatives with respect to the potential uses
of cash remaining from the sales, including without limitation the development
of other gaming facilities and the possible repurchase of shares of the
Company's Common Stock, subject to compliance with covenants in existing
indentures.
The Company's new executive offices are located at the Company's
Santa Fe Hotel and Casino, located at 4949 N.
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Rancho Road, Las Vegas, Nevada 89130. The telephone number of the Sahara
Executive Offices is (702) 658-4300.
The Company and Tim Maland, former Chief Operating Officer, have
mutually agreed upon terms whereby Mr. Maland has submitted his resignation.
Effective immediately, Mr. Lowden will reassume the responsibilities of Chief
Operating Officer.
Sahara Gaming Corporation owns and operates the Santa Fe Hotel and
Casino in northwest Las Vegas, and the Pioneer Hotel & Gambling Hall in
Laughlin, Nevada.
