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 22, 2009
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 1.03 Bankruptcy or Receivership.
On March 22, 2009 (the “Petition Date”), Herbst Gaming, Inc. (the “Company”) and certain of its subsidiaries (the “Subsidiary Guarantors”) filed voluntary petitions for relief under chapter 11 of the United States Bankruptcy Code (the “Chapter 11 Cases”) in the United States Bankruptcy Court for the District of Nevada, Northern Division (the “Bankruptcy Court”). The case numbers assigned to the Company and the Subsidiary Guarantors (collectively, the “Debtors”) are shown below:
09-50746 | Zante, Inc. |
09-50747 | The Sands Regent |
09-50748 | Plantation Investments, Inc. |
09-50749 | Last Chance, Inc. |
09-50750 | California Prospectors, Ltd. |
09-50751 | Dayton Gaming, Inc. |
09-50752 | Herbst Gaming, Inc. |
09-50753 | Flamingo Paradise Gaming, LLC |
09-50754 | E-T-T, Inc. |
09-50755 | Market Gaming, Inc. |
09-50756 | Primadonna Company, Inc. |
09-50757 | HGI Lakeside, Inc. |
09-50758 | HGI St. Jo, Inc. |
09-50759 | HGI Mark Twain, Inc. |
09-50760 | Cardivan Company |
09-50761 | Corral Coin, Inc. |
09-50762 | Corral Country Coin, Inc. |
09-50763 | E-T-T Enterprises, LLC |
The Chapter 11 Cases were filed pursuant to the previously disclosed letter agreement (the “Lockup Agreement”), dated March 9, 2009, among the Debtors, lenders holding, in the aggregate, approximately 68% in amount of all of the outstanding claims under the Company’s Second Amended and Restated Credit Agreement, dated as of January 3, 2007, as amended, and certain other parties. The Lockup Agreement contractually obligates the parties to move forward with a pre-negotiated consensual plan of reorganization for each of the Debtors.
On the Petition Date, the Debtors filed several motions with the Bankruptcy Court, including a motion to have the Chapter 11 Cases jointly administered. The Debtors plan to continue to operate their businesses and manage their properties as “debtors in possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. A plan of reorganization that incorporates the terms of the Lockup Agreement will be filed with the Bankruptcy Court at a later date.
On March 22, 2009, the Company issued a press release regarding the Chapter 11 Cases, a copy of which is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release dated as of March 22, 2009.
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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: March 23, 2009 | By: | /s/ Mary E. Higgins |
| | Mary E. Higgins |
| | Chief Financial Officer |
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EXHIBIT INDEX
Exhibit No. | | Description of Exhibit |
| | |
99.1 | | Press Release dated as of March 22, 2009. |
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