COMMISSION FILE NUMBER 33-69716
PRESS RELEASE
November 28, 2000. The Sands Hotel & Casino announced today that GB Holdings,
Inc. (the "Company"), the parent company of the Sands Hotel & Casino (the
"Company"), has filed a proposed Disclosure Statement and Plan of Reorganization
in the bankruptcy cases involving the Claridge Hotel and Casino located in
Atlantic City, New Jersey.
Alfred J. Luciani, the President and CEO of the Sands said, "We believe that we
have proposed a transaction that will be beneficial to the Sands stockholders
and the Claridge and will permit the combined companies to go forward as strong
competitors." Under the proposed plan, a total of 5,652,000 shares of the common
stock of the Company and certain cash would be distributed for the benefit of
the holders of the Claridge First Mortgage Notes and trade creditors would
receive a cash distribution of a minimum of 75% of their allowed claim amount on
the effective date of the Plan or such higher amount as the Bankruptcy Court
permits.
Mr. Luciani stated that he anticipated that the regulatory approvals necessary
for the acquisition could be obtained expeditiously. "GB Holdings, which is
currently licensed to own the Sands Hotel & Casino, would not face the type of
opposition based on economic concentration, as would be inherent in an
application by a large, multiple-licensed casino operator in Atlantic City."
Park Place Entertainment Corporation ("Park Place") has also filed a plan of
reorganization in this case, pursuant to which, inter alia, Park Place would
acquire the Claridge Hotel and Casino. For the following reasons, the Company
believes that its plan is superior to Park Place's plan:
(i) The Company believes that its Plan provides for a distribution of a
higher value to holders of First Mortgage Notes and other creditors;
(ii) The distribution of common stock of the Company will allow the
holders of the First Mortgage Notes to participate in any increase in value of
the Company;
(iii) While the Company intends to consolidate some of the operating
departments of the Sands and the Claridge, the Company intends to keep the
casino at the Claridge open and believes that Park Place may plan to close the
casino; and
(iv) The Company believes that Park Place, self described as the
world's largest gaming company, which already operates four casinos under three
casino licenses in New Jersey, wields significant purchasing power and adding a
fifth casino to its realm in Atlantic City would augment its purchasing power
and allow it to achieve cost savings at the expense of trade creditors.
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Certain information included in this press release contains statements that are
forward-looking, such as statements relating to future performance and business
development activities and competition. Such forward-looking information
involves important risks and uncertainties that could significantly affect
anticipated results in the future and, accordingly, such results may differ from
those expressed in any forward-looking statements made by or on behalf of the
Company. These risks and uncertainties include, but are not limited to, those
relating to development and construction activities, dependence on existing
management, leverage and debt service (including sensitivity to fluctuations in
the interest rates), domestic or global economic conditions, activities of
competitors and the presence of new or additional competition, fluctuations and
changes in customer preferences and attitudes, changes in federal or state tax
laws of the administration of such laws and changes in gaming laws or
regulations (including the legalization of gaming in certain jurisdictions). For
more information regarding the Company and risks applicable to its business,
please review the filings of the Company and its affiliates, GB Property Funding
Corp. and Greate Bay Hotel and Casino, Inc. with the Securities and Exchange
Commission (the "Commission"), including the Company's reports on Forms 10-K and
10-Q.
IMPORTANT: INVESTORS ARE URGED TO READ RELEVANT DOCUMENTS THAT ARE FILED WITH
THE COMMISSION REGARDING THIS TRANSACTION BECAUSE THEY CONTAIN IMPORTANT
INFORMATION. SUCH DOCUMENTS ARE AVAILABLE WITHOUT CHARGE FROM THE COMMISSION'S
WEBSITE (HTTP://WWW.SEC.GOV).
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