SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): December 4,2006
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International Thoroughbred Breeders, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-9624 22-2332039
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
Suite 1300, 1105 N. Market St., PO Box 8985
Wilmington, Delaware, 19899-8985
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (302) 427-7599
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NOT APPLICABLE
(Former name or former address, if changed from 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):
[ ] 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-14(C))
INTERNATIONAL THOROUGHBRED BREEDERS, INC.
AND SUBSIDIARIES
Item 8.01 Other Events
On December 4, 2006, ITG Vegas, Inc.("ITGV"), the primary operating
subsidiary (d/b/a Palm Beach Casino Line) of International Thoroughbred
Breeders, Inc. ("ITB" or the "Company"), Royal Star Entertainment, LLC, the
subsidiary which owns the Royal Star vessel, ITG Palm Beach, LLC, the subsidiary
which operates the Big Easy vessel, Riviera Beach Entertainment, LLC, the
subsidiary which holds the Palm Beach Port Lease, and subsidiaries Orion Casino
Corporation and International Thoroughbred Development Corporation, along with
Cruise Holdings I, LLC and Cruise Holdings II, LLC, unrelated affiliates, filed
voluntary petitions for relief under Chapter 11 of the United States Bankruptcy
Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the
Southern District of Florida, Palm Beach Division (the "Bankruptcy Court"),
under Case Numbers 06-16350 thru 06-16357 (BKC-SHF). The petition does not cover
the parent company, ITB, nor any other of ITB's subsidiaries. The Debtors will
continue to operate their business 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 copy of
a press release issued on December 5, 2006 is attached and is filed as an
exhibit hereto.
Certain of the information contained in the attached press release should
be considered "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 that reflect the Debtors' current views
with respect to certain current and future events and financial performance.
Such forward-looking statements are and will be, as the case may be, subject to
many risks, uncertainties and factors relating to the Debtors' operations and
business environments which may cause the actual results of the Debtors to be
materially different from any future results, expressed or implied, in such
forward-looking statements. Factors that could cause actual results to differ
materially from these forward-looking statements include, but are not limited
to, the following: the ability of the Debtors to continue as a going concern;
the Debtors' ability to obtain court approval with respect to motions in the
Chapter 11 proceeding prosecuted by it from time to time; the ability of the
Debtors to develop, prosecute, confirm and consummate one or more plans of
reorganization with respect to the Chapter 11 cases; risks associated with third
parties seeking and obtaining court approval to terminate or shorten the
exclusivity period for the Debtors to propose and confirm one or more plans of
reorganization, for the appointment of a Chapter 11 trustee or to convert the
cases to Chapter 7 cases; the ability of the Debtors to obtain and maintain
normal terms with vendors and service providers; the Debtors' ability to
maintain contracts that are critical to its operations; the potential adverse
impact of the Chapter 11 cases on the Debtors' liquidity or results of
operations; the ability of the Debtors to fund and execute their business plan;
the ability of the Debtors to attract, motivate and/or retain key executives and
associates; the ability of the Debtors to attract and retain customers; demand
for gaming in the markets in which the Debtors operate; economic conditions; the
effects of any hostilities or act of war or any terrorist attack; labor costs;
financing costs; the cost and availability of insurance; fuel costs;
security-related costs; competitive pressures on pricing (particularly from
lower-cost competitors); weather
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INTERNATIONAL THOROUGHBRED BREEDERS, INC.
AND SUBSIDIARIES
conditions; government legislation and regulation; consumer perceptions of the
Debtors' products; and other risks and uncertainties set forth from time to time
in ITB's reports to the United States Securities and Exchange Commission.
Item 9.01 Financial Statements and Exhibits.
9.01(d) Exhibit
99.1 Press Release issued December 5, 2006 (incorporated by reference in this
Form 8-K)
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INTERNATIONAL THOROUGHBRED BREEDERS, INC.
AND SUBSIDIARIES
SIGNATURES
Pursuant to the requirements of 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 thereunto duly authorized.
INTERNATIONAL THOROUGHBRED
BREEDERS, INC.
By:/s/ Francis W. Murray
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Francis W. Murray
President, Chief Executive Officer and
Treasurer
Date: December 6,2006
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INTERNATIONAL THOROUGHBRED BREEDERS, INC.
AND SUBSIDIARIES
EXHIBIT INDEX
Exhibit No. Description of Document
99.1 Press Release issued December 5, 2006
FOR IMMEDIATE RELEASE
TUESDAY, DECEMBER 5, 2006
For further information, please contact:
Francis X. Murray
Chief Executive Officer
Palm Beach Casino Line
561-845-2101 ext. 1112
ITG Vegas, Inc. and other ITB subsidiaries
File for Chapter 11 Reorganization
Riviera Beach, Florida - ITG Vegas, Inc. (d/b/a Palm Beach Casino Line) and
several affiliated companies filed for protection late yesterday under Chapter
11 of the United States Bankruptcy Code. This action was taken to preserve the
Company's Palm Beach Princess operating business, safeguard the jobs of its
valued team members, develop a plan to satisfy creditor obligations, and insure
continued uninterrupted high-quality service to its valuable customers. Francis
X. Murray, CEO of Palm Beach Casino Line, stated "It is business as usual. The
Company has enjoyed the support and loyalty of team members, vendors and Palm
Beach Princess' customers alike. Management is committed to developing a plan of
reorganization for Palm Beach Casino Line and affiliated Companies that will
serve all its constituencies fairly and as promptly as possible." The Palm Beach
Princess will continue her normal operating schedule with interruption.
(END)