UNITED STATES
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): March 15, 2007
The Majestic Star Casino, LLC
The Majestic Star Casino Capital Corp.
Majestic Star Casino Capital Corp. II
(Exact name of Registrant as Specified in its Charter)
Indiana Indiana Indiana (State or Other Jurisdiction of Incorporation) | 333-06489 (Commission File Number) | 43-1664986 35-2100872 20-3879309 (IRS Employer Identification No.) |
301 Fremont Street, 12th Floor
Las Vegas, Nevada 89101
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (702) 388-2224
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
On March 15, 2007, The Majestic Star Casino, LLC (the “Company”) and its subsidiaries The Majestic Star Casino II, Inc., Barden Mississippi Gaming, LLC and Barden Colorado Gaming, LLC (collectively, the “Barden Subsidiaries”) entered into with Wells Fargo Foothill, Inc. (“Wells Fargo Foothill”), General Electric Capital Corporation and Allied Irish Bank a seventh amendment (the “Seventh Amendment”) to the Loan and Security Agreement, dated as of October 7, 2003, among the Company, the Barden Subsidiaries, Wells Fargo Foothill and each of the lenders that is a signatory thereto, as previously amended (the “Loan Agreement”). The Seventh Amendment modifies the last twelve month minimum EBITDA (as defined in the Loan Agreement) financial covenant and the last twelve month interest coverage ratio financial covenant for the applicable calendar quarterly period end dates as set forth in the Seventh Amendment. As amended, the Company is now required to have a minimum EBITDA of $65 million for the latest twelve months ended March 31, June 30 and September 30, 2007, $70 million for the latest twelve months ended December 31, 2007, March 31 and June 30, 2008, $72 million for the latest twelve months ended September 30, 2008, $74 million for the latest twelve months ended December 31, 2008, $85 million for the latest twelve months ended as of all quarter period ends in 2009 to a maximum of $90 million for latest twelve months ended March 31, 2010 and periods thereafter. The interest coverage ratio is reduced to 1.20:1.0 for the latest twelve months ended March 31, 2007, and this ratio continues through June 30, 2008, increases to 1.25:1.0 for the latest twelve months ended September 30 and December 31, 2008, 1.70:1.0 in 2009 and to 1.80:1.0 in 2010 and each period thereafter.
The foregoing description of the Seventh Amendment is qualified in its entirety by reference to the full text of the Seventh Amendment, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) | Exhibits. | |
| | Number | Description |
| | 10.1 | Amendment Number Seven to Loan and Security Agreement among the Company, the Barden Subsidiaries, Wells Fargo Foothill, General Electric Capital Corporation and Allied Irish Bank |
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.
| March 20, 2007 | THE MAJESTIC STAR CASINO, LLC |
| | |
| | By: | /s/ Jon S. Bennett Jon S. Bennett Vice President and Chief Financial Officer |
| | THE MAJESTIC STAR CASINO CAPITAL CORP. |
| | |
| | By: | /s/ Jon S. Bennett Jon S. Bennett Vice President and Chief Financial Officer |
| | MAJESTIC STAR CASINO CAPITAL CORP. II |
| | |
| | By: | /s/ Jon S. Bennett Jon S. Bennett Vice President and Chief Financial Officer |
| | | |
EXHIBIT INDEX
Number | Description |
10.1 | Amendment Number Seventh to Loan and Security Agreement among the Company, the Barden Subsidiaries, Wells Fargo Foothill, General Electric Capital Corporation and Allied Irish Bank |
Exhibit 10.1
