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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: July 14, 1998
BOYD GAMING CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Nevada
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(State or Other Jurisdiction of
Incorporation or Organization)
1-12168 88-0242733
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(Commission File Number) (I.R.S. Employer
Identification No.)
2950 South Industrial Road
Las Vegas, Nevada 89109
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(Address of Principal Executive Offices) (Zip Code)
(702) 792-7200
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(Registrant's telephone number,
including area code)
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ITEM 5. OTHER EVENTS.
Atlantic City Joint Venture
On July 14, 1998, the Company, through a wholly-owned subsidiary, entered
into an amended and restated joint venture agreement (the "Amended Agreement")
with a subsidiary of Mirage Resorts, Incorporated ("Mirage") to jointly develop
and own a casino hotel entertainment facility in Atlantic City, New Jersey (the
"Atlantic City Project"). Among other things, the Amended Agreement provides for
the settlement of litigation between the Company and Mirage relating to the
joint venture agreement that the Company and Mirage entered into in May 1996.
The Atlantic City Project, which is expected to cost approximately $750 million,
is planned to be one component of a multi-facility casino entertainment
development master-planned by Mirage for the Marina district of Atlantic City.
Pursuant to the Amended Agreement, the Company will manage the development and
operation of the Atlantic City Project. The Atlantic City Project will be
adjacent and connected to Mirage's planned wholly-owned resort. The Company
recently received a statement of compliance for a gaming license from the New
Jersey Casino Control Commission. The Mirage Joint Venture will give the Company
a presence in Atlantic City, the primary casino gaming market serving the
Eastern United States.
On July 14, 1998, the Company issued a press release concerning the Mirage
Joint Venture, the text of which press release is attached hereto as Exhibit
99.1 and is incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements - none.
(b) Pro Forma Financial Information - none.
(c) Exhibits.
EXHIBIT NO. DESCRIPTION
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99.1 Registrant's Press Release, dated July 14, 1998,
regarding Atlantic City Project.
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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.
BOYD GAMING CORPORATION
Date: July 29, 1998 /s/ ELLIS LANDAU
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Ellis Landau
Executive Vice President,
Treasurer and Chief Financial
Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Registrant's Press Release, dated July 14, 1998,
regarding Atlantic City Project.
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EXHIBIT 99.1
BOYD GAMING AND MIRAGE RESORTS ENTER INTO
AMENDED JOINT VENTURE AGREEMENT TO DEVELOP
MAJOR ATLANTIC CITY CASINO RESORT
- BOYD RECEIVES APPROVAL FOR GAMING LICENSE FROM
NEW JERSEY CASINO CONTROL COMMISSION -
LAS VEGAS, NV AND ATLANTIC CITY, NJ -- JULY 14, 1998 -- Boyd Gaming Corporation
(NYSE:BYD) announced today that it has entered into an amended and restated
joint venture agreement with Mirage Resorts (NYSE:MIR) pursuant to which the
parties will develop and operate a major casino resort on the H-Tract in the
Marina district of Atlantic City. As in the original agreement, the companies
will each own 50% of the development and Boyd Gaming will operate the facility.
In addition, the amended agreement settles litigation related to the previous
agreement between the two companies.
Under the terms of the amended agreement, Boyd and Mirage will jointly
develop a $750 million entertainment resort with at least 1,200 guest rooms on
a 25-acre site on the H-Tract adjacent and connected to Mirage's planned "Le
Jardin" development. Mirage Resorts will act as master developer of the H-Tract
and will master plan integrated internal road, walkway and people mover systems
for the gaming and entertainment facilities built on the H-Tract. In addition
to operating the facility, Boyd Gaming will manage the development of the joint
venture project.
"Entering the Atlantic City market represents a major milestone for Boyd
Gaming, and one which we are approaching with great excitement and enthusiasm.
Our project in Atlantic City is one of the most important and significant
developments in Boyd's long-term growth plan, and we intend to develop one of
the premier resorts in the market," said William S. Boyd, Chairman and Chief
Executive Officer of Boyd Gaming Corporation.
"As the operator of casino entertainment properties in eight distinct
markets, we are very attracted to Atlantic City for several reasons including
recent and current renovations at many of the city's resorts and the addition
of a new convention center. We believe the ongoing commitments of the state of
New Jersey and city of Atlantic City to create a world class resort destination
are contributing to the redefinition of this market, and we look forward to
participating in that effort."
Boyd Gaming received a statement of compliance for a gaming license from
the New Jersey Casino Control Commission last week and plans to break ground on
the H-Tract in September 1999 and open its facility in 2002.
"Our approval by the New Jersey Casino Control Commission and our amended
agreement with Mirage Resorts are two crucial steps in our plans to develop a
major casino resort in Atlantic City and allow us to move forward with the
design stages of the project," added Mr. Boyd.
Headquartered in Las Vegas, Boyd Gaming Corporation is a leading
diversified owner and operator of 12 casino entertainment properties located in
Nevada, Mississippi, Illinois, Louisiana and Missouri.
Boyd Gaming press releases are available through Company News On-Call by
fax (800) 758-5804, extension 104550, or at http://www.prnewwire.com.
This press release contains forward-looking statements which are subject
to change. The actual results may differ materially from those described in any
forward-looking statement because of a number of factors, including the risk
that the Atlantic City casino resort will not be completed according to the
terms currently contemplated, or at all; the risk that permits, licenses and
other third-party approvals necessary to the project may not be obtained within
the time frames currently contemplated, if at all; and the normal risk of
construction of a project of this magnitude, including construction delays and
cost overruns. Additional information concerning potential factors that could
affect the Company's financial results are included in the Company's Form 10-K
for the year ended June 30, 1997 and Form 10-K for the period ended December
31, 1997.
