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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________
Schedule 13E-4/A
Tender Offer Statement Pursuant to
Section 13(e)(1) of the Securities Exchange Act of 1934
and Rule 13e-4 Thereunder
ISSUER TENDER OFFER STATEMENT
(Pursuant to Section 13(e)(1) of the
Securities Exchange Act of 1934)
BALLY ENTERTAINMENT CORPORATION
(Name of Issuer)
BALLY ENTERTAINMENT CORPORATION
(Name of Person(s) Filing Statement)
6% Convertible Subordinated Debentures due 1998
(Title of Class of Securities)
05873CAA4
(CUSIP Number of Class of Securities)
Carol Stone DePaul
Bally Entertainment Corporation
8700 West Bryn Mawr Avenue
Chicago, Illinois 60631
(312) 399-1300
with a copy to:
Mark D. Gerstein
Katten Muchin & Zavis
525 West Monroe Street, Suite 1600
Chicago, Illinois 60661-3693
(312) 902-5200
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and
Communications on Behalf of the Person(s)
Filing Statement)
June 7, 1995
(Date Tender Offer First Published,
Sent or Given to Security Holders)
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ITEM 1. SECURITY AND ISSUER.
The response to Item 1(b) hereby is amended to read in its entirety as follows:
(b) The Company is offering to exchange $1,000 principal amount of its
8% Convertible Senior Subordinated Debentures due December 15, 2000 (the "New
Debentures") for each $1,000 principal amount of its 6% Convertible Subordinated
Debentures due 1998 (the "Old Debentures") outstanding and tendered on or before
midnight, New York City time, July 12, 1995, on the terms and subject to the
conditions set forth in the Offering Circular and Consent Solicitation dated
June 7, 1995 (the "Offering Circular") and the related Letter of Transmittal and
Consent. The offer to exchange New Debentures for Old Debentures is referred to
herein as the "Exchange Offer." The Exchange Offer hereby is amended to reflect
the previously announced conversion price for the New Debentures of $13.85 per
share. The conversion price is subject to adjustment under certain
circumstances following issuance of the New Debentures.
There is $15,390,000 in aggregate principal amount of Old Debentures
outstanding. The Exchange Offer seeks the exchange of all outstanding Old
Debentures. See the Cover Page and "Purpose and Effects of the Exchange Offer"
in the Offering Circular.
George N. Aronoff, a director of the Company, owned, as of March 31, 1995,
$13,000 principal amount of Old Debentures, which may be tendered in the
Exchange Offer. No other officer, director or affiliate of the Company owns any
Old Debentures.
ITEM 8. ADDITIONAL INFORMATION.
The response to Item 8(e) hereby is amended to read in its entirety as follows:
(e) See the Offering Circular, generally; provided that (i) the condition to
the Exchange Offer requiring the receipt of an order of the Securities and
Exchange Commission pursuant to the Trust Indenture Act of 1939 has been
deleted because the New Indenture has become effective pursuant to the Trust
Indenture Act of 1939 prior to the date hereof, and (ii) the conditions to
the Exchange Offer, the satisfaction of which is to be determined by the Company
in its sole discretion, are amended so that such determination shall be made in
the reasonable judgement of the Company.
ITEM 9. MATERIAL TO BE fILED AS EXHIBITS.
(a) Exhibit (a)(8). Press Release, dated July 3, 1995.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and correct.
Dated: July 3, 1995 BALLY ENTERTAINMENT CORPORATION
By:/S/ LEE S. HILLMAN
Name:Lee S. Hillman
Title:Executive Vice President, Chief
Financial Officer and Treasurer
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EXHIBIT 99.(a)(8)
FROM: BALLY ENTERTAINMENT CORPORATION
8700 West Bryn Mawr
Chicago, IL 60631
MWW/Strategic Communications, Inc.
Public Relations - Tel. (201) 507-9500
Contact: Laurie Terry, ext. 2857
BALLY ENTERTAINMENT CORPORATION AMENDS EXCHANGE OFFER TO REFLECT CONVERSION
PRICE PREVIOUSLY ANNOUNCED
CHICAGO, July 3, 1995 - Bally Entertainment Corporation (NYSE:BLY) today
is filing with the Securities and Exchange Commission an amendment to Schedule
13E-4 reflecting the previously announced calculation of the conversion price
of $13.85 for the Company's 8% Convertible Senior Subordinated Debentures due
2000 being offered by the Company in exchange for its 6% Convertible
Subordinated Debentures due 1998. To conform with policies of the Securities
and Exchange Commission, Bally has extended the expiration time of the Exchange
Offer from 5:00 p.m., New York City time, on July 6, 1995 to midnight, New York
City time, on July 12, 1995.
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BALLY ENTERTAINMENT
TAKE 2-2-2-2
Bally Entertainment Corporation is one of the world's foremost operators
of casinos and casino hotel resorts. The Company owns and operates three
world-class casino hotel resorts in Atlantic City and Las Vegas, and expects to
open its riverboat casino in New Orleans, Louisiana, within the next couple of
weeks, and plans to reopen its dockside casino at its new location in
Mississippi in late summer of 1995.
Bally, through Bally's Health & Tennis Corporation and its subsidiary,
Bally Total Fitness, also is the world's largest commercial operator of fitness
centers with approximately 340 facilities in the U.S. and Canada.
