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): November 6, 2007
HERBST GAMING, INC.
(Exact name of registrant as specified in its charter)
Nevada | 0-71044 | 88-0446145 |
(State or other jurisdiction | (Commission | (IRS Employer |
of incorporation) | File Number) | Identification No.) |
3440 West Russell Road, Las Vegas, NV 89118
(Address of principal executive offices)
Registrant’s telephone number, including area code: (702) 889-7695
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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 7.01 REGULATION FD DISCLOSURE
The information contained in this 8-K, including the exhibits herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise incorporated by reference in any filing pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The furnishing of the information in this report, including the exhibits furnished herewith, is not intended to, and does not, constitute a determination or admission as to the materiality or completeness of such information.
Bank Presentation
On November 6, 2007, Herbst Gaming, Inc. (the “Company”) began discussions with the lenders under its Second Amended and Restated Credit Agreement dated as of January 3, 2007 (the “senior credit agreement”) to waive compliance with the financial covenants under the senior credit agreement for the quarter ended September 30, 2007 and to amend such financial covenants for future quarters in light of such renegotiation. Exhibit 99.1 contains presentation materials (the “Bank Presentation”) provided to certain of those lenders. The presentation materials contain unaudited results and management estimates.
The Bank Presentation contains non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated or presented with GAAP. Pursuant to the requirements of Regulation G of the Exchange Act, the Supplemental Schedules to the Bank Presentation set forth quantitative reconciliations of the non-GAAP financial measures used in the Bank Presentation to the most directly comparable GAAP financial measures.
EBITDA consists of the net income plus depreciation and amortization, interest expense (net of capitalized interest) and non-cash charges due to loss on impairment of assets and decrease in value of derivative instruments. EBITDA is presented because it is used as a performance measure to analyze the performance of our business segments and because it is frequently used by securities analysts, investors and others in the evaluation of companies in our industry. However, other companies in our industry may calculate EBITDA differently. EBITDA is not a measurement of financial performance under generally accepted accounting principles and should not be considered as an alternative to cash flow from operating activities, as a measure of liquidity, as an alternative to net income or as an indicator of operating performance or any other measure of performance derived in accordance with generally accepted accounting principles.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 | | Bank Presentation of Herbst Gaming, Inc. dated as of November 6, 2007 |
2
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.
| HERBST GAMING, INC. |
| | | |
Date: November 6, 2007 | By: | /s/ Mary E. Higgins | |
| | Mary E. Higgins | |
| | Chief Financial Officer | |
| | | | | |
3
