SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10/A
GENERAL FORM FOR REGISTRATION OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
HEMMETER ENTERPRISES, INC. 84-1242693
BWBH, INC. 84-1242691
BWCC, INC. 84-1243506
MILLSITE 27, INC. 84-1242692
SILVER HAWK CASINO, INC. 84-1339843
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1700 Lincoln Avenue, 49th Floor 80203
Denver, Colorado (Zip Code)
(Address of principal executive
offices of each Registrant)
Registrant's telephone number, including area code: (303) 863-2400
Securities to be registered pursuant to Section 12(b) of the Act:
None
Securities to be registered pursuant to Section 12(g) of the Act:
12% Senior Secured Pay-In-Kind Notes due 2003 of Hemmeter Enterprises, Inc.
Common Stock, par value $.01 per share of Hemmeter Enterprises, Inc.
Guarantee of 12% Senior Secured Pay In-Kind Notes due 2003
of Hemmeter Enterprises, Inc. by BWBH, Inc., BWCC, Inc., Millstone 27,
Inc. and Silver Hawk Casino, Inc.
(Title of Class)
ITEM 15. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements
An Index to Financial Statements appears at Page 53 hereof.
(b) Exhibits
Exhibit No. Description
2.1 Disclosure Statement for First Amended Joint Plan
of Reorganization of Hemmeter Enterprises, BWBH,
Inc., BWCC, Inc. and Millsite 27, Inc.*
2.2 First Amended Joint Plan of Reorganization of the
Hemmeter Enterprises, Inc., BWBH, Inc., BWCC, Inc.
and Millsite 27, Inc. (included in exhibit 2.1.)*
3.1 Form of Amended and Restated Articles of
Incorporation of Hemmeter Enterprises, Inc.*
3.2 Form of Amended and Restated By laws of Hemmeter
Enterprises, Inc.*
4.1 Form of Indenture between Hemmeter Enterprises,
Inc. and Fleet National Bank, as Trustee.**
4.2 Specimen Certificate of Common Stock.*
4.3 Form of Note.*
4.4 Form of Registration Rights Agreement.*
10.1 Loan and Security Agreement, dated as of November
1, 1995 by and between BWBH, Inc., BWCC, Inc. and
Millsite 27, Inc. and Foothill Capital
Corporation.*
10.2 Amendment Number One to Loan and Security
Agreement, dated as of December 4, 1995.*
10.3 Amendment Number Two to Loan and Security
Agreement, dated as of January 24, 1996.*
10.4 Letter Agreement, dated as of December 18, 1995,
from BWBH, Inc., BWCC, Inc. and Millsite 27, Inc.
to Foothill Credit Corporation.*
10.5 Security Agreement, dated as of November 1, 1995,
between Hemmeter Enterprises, Inc., and Foothill
Credit Corporation.*
10.6 Trademark Security Agreement, dated as of November
1, 1995, between Hemmeter Enterprises, Inc. and
Foothill Credit Corporation.*
10.7 Continuing Guaranty, dated as of November 1, 1995
by Hemmeter Enterprises, Inc. and Foothill Credit
Corporation.*
10.8 Post-Effective Date Credit Facility.**
10.9 Lease Agreement, dated October 25, 1991 by and
among Jerry L. Brown and Harold Gene Reagin and HP
Black Hawk, L.P.*
1
10.10 Option to Purchase dated October 28, 1991 by and
among Jerry L. Brown and Harold Gene Reagin and HP
Black Hawk, L.P.*
10.11 Sublease Agreement by and between Marsh &
McLennan, Incorporated and Hemmeter Enterprises,
Inc.*
10.12 Amendment to Sublease Agreement, dated as of
January 18, 1996 by and between Marsh & McLennan,
Incorporated and Hemmeter Enterprises, Inc.*
10.13 Guaranty, dated as of January 18, 1996, by BWBH,
Inc., BWCC, Inc. and Millsite 27, Inc.*
10.14 Agreement for Sale of Real Estate, dated October
20, 1995, by and between Millsite 20 Limited
Liability Company, Iron City Limited Liability
Company and Hemmeter Enterprises, Inc.*
10.15 First Amendment to Agreement for Sale of Real
Estate, dated December 21, 1995 by and between
Millsite 20 Limited Liability Company, Iron City
Limited Liability Company and Hemmeter
Enterprises, Inc.*
10.16 Letter dated February 28, 1996 from the United
States Environmental Protection Agency.*
10.17 Subdivision Agreement dated February 28, 1996 by
and among the City of Black Hawk, the Black
Hawk/Central City Sanitation District, Millsite
27, Inc. and Millsite 20 Limited Liability
Company.*
10.18 State of Colorado, Department of Revenue, Limited
Gaming License issued to Bullwhackers Black Hawk
Casino.*
10.19 State of Colorado, Department of Revenue,
Alcoholic Beverage License issued to BWBH, Inc.*
10.20 City of Black Hawk, Retail Liquor License with
Extended Hours issued to BWBH, Inc.*
10.21 State of Colorado, Department of Revenue, Limited
Gaming License issued to Bullwhackers Central City
Casino.*
10.22 State of Colorado, Department of Revenue,
Alcoholic Beverage License issued to BWCC, Inc.*
10.23 City of Central City, Retail Liquor License issued
to BWCC, Inc.*
10.24 City of Central City, Extended Hours License
issued to BWCC, Inc.*
10.25 Form of Colorado Gaming & Entertainment Co.
Management Stock Incentive Plan.*
10.26 Form of Colorado Gaming & Entertainment Co. Cash
Bonus Plan.*
10.27 Form of Consulting Agreement between Hemmeter
Enterprises, Inc. and Christopher B. Hemmeter.*
10.28 Form of Consulting Agreement between Hemmeter
Enterprises, Inc. and Mark M. Hemmeter.*
10.29 Form of Employment Agreement between Hemmeter
Enterprises, Inc. and Stephen J. Szapor, Jr.*
10.30 Form of Employment Agreement between Hemmeter
Enterprises, Inc. and Alan L. Mayer.*
10.31 Form of Employment Agreement between Hemmeter
Enterprises, Inc. and Richard Rabin.*
21.1 List of Subsidiaries.*
2
23.1 Consent of Arthur Andersen LLP.*
99.1 Statement of Eligibility under the Trust Indenture
Act of 1939, as amended of IBJ Schroder Bank &
Trust Company, as Trustee under the Indenture.
* Previously filed.
** To be filed by amendment
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this
Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
HEMMETER ENTERPRISES, INC.
(Registrant)
By: /s/
Name: Stephen J. Szapor, Jr.
Title: President & Chief Executive Officer
BWBH, INC.
(Registrant)
By: /s/
Name: Stephen J. Szapor, Jr.
Title: President
BWCC, INC.
(Registrant)
By: /s/
Name: Stephen J. Szapor, Jr.
Title: President
MILLSITE 27, INC.
(Registrant)
By: /s/
Name: Stephen J. Szapor, Jr.
Title: President
SILVER HAWK CASINO, INC.
(Registrant)
By: /s/
Name: Stephen J. Szapor, Jr.
Title: President
June 6, 1996.