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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1 TO ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: December 31, 1996 Commission File No. 33-57342
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BLACK HAWK GAMING & DEVELOPMENT COMPANY, INC.
(Exact name of Registrant as specified in its charter)
Colorado 84-1158484
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(State of other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2060 Broadway, Suite 400, Boulder, Colorado 80302
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(Address of principal executive offices) (Zip code)
(303) 444-0240
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(Registrant's telephone number, including area code)
Securities Registered Pursuant to Section 12(b) of the Act: None.
Securities Registered Pursuant to Section 12(g) of the Act:
Common Stock $.001 Par Value
Class A Warrants
Class B Warrants
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(Title of Classes)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes (X) No ( )
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. (X)
The aggregate market value of the voting stock held by non-affiliates of the
Registrant on March 12, 1997, was approximately $7,948,400 based upon the
reported closing sale price of such shares on the NASDAQ National Market System
for that date. As of March 12, 1997, there were 2,672,043 shares outstanding.
DOCUMENTS INCORPORATED BY REFERENCE: -NONE-
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The Registrant's Annual Report on Form 10-K is hereby amended as follows:
Reference
Page 31 Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations. The last two sentences
of the last paragraph of Item 7 are hereby deleted in their
entirety so that the paragraph now reads as follows:
Additionally, the joint venture agreement with GVI provides
that certain performance standards be met by the Company as
the general manager of the Casino. Among other things, it
provides that if for two consecutive quarters the total
revenues or net income of GHV are not at least 80% of budgeted
amounts for the current year, the management agreement is
subject to review by the venture's Policy Board. During the
second, third and fourth quarters of 1996 the net income of
GHV was less than 80% of budgeted amounts for the respective
periods. If the Policy Board deems the failure to meet the
standard is not the result of extenuating circumstances, and
the parties disagree, the matter will be immediately submitted
to arbitration. As discussed above, the Company believes that
the activities of the BID have had a significant and
substantial adverse effect on the operations of GHV during
1996. Accordingly, the Company does not presently anticipate
that the management agreement will be subject to review by the
Policy Board of GHV.
Page F-9 Footnote 3. Gilpin Hotel Venture. The last sentence of
fourth paragraph is deleted in its entirety and the second to
last sentence of the fourth paragraph is revised to delete the
reference to the expiration of the management contract. As
amended, the fourth paragraph of footnote 3 reads as follows:
Under the terms of the joint venture agreement, the land and
improvements are leased by GHV from the Company and an
affiliate of Gilpin Ventures, Inc. for a monthly rental fee of
7% of gross gaming revenues, as defined. The Company operates
the casino facility pursuant to a management agreement. The
Company is paid a monthly management fee by GHV for operating
the Casino. The monthly fee consists of 11% of the defined
annual net profits from gaming, plus 3% of the adjusted gross
sales and 10% of the defined annual net profits of the food
and beverage operations. During the year ended December 31,
1996, the Casino's results of operations were below the
performance levels established by the management agreement.
As of December 31, 1996, the Company does not believe that it
will be removed as manager of the Casino.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, in the City of
Boulder, State of Colorado on May 14, 1997.
BLACK HAWK GAMING &
DEVELOPMENT COMPANY, INC.
By: /s/ Jeffrey P. Jacobs
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Jeffrey P. Jacobs, Co-Chairman and
Chief Executive Officer
/s/ Stephen R. Roark
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Stephen R. Roark, President
and Chief Financial and
Accounting Officer
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Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed by the following persons on behalf of the
Registrant and in the capacities indicated on May 14, 1997.
<TABLE>
<CAPTION>
Signature Title
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<S> <C>
/s/ Robert D. Greenlee Director
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Robert D. Greenlee
/s/ Jeffrey P. Jacobs Director
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Jeffrey P. Jacobs
/s/ Stephen R. Roark Director
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Stephen R. Roark
/s/ Frank B. Day Director
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Frank B. Day
/s/ J. Patrick McDuff Director
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J. Patrick McDuff
/s/ Robert H. Hughes Director
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Robert H. Hughes
/s/ Martin S. Winick Director
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Martin S. Winick
</TABLE>
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