UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
000-50635
SEC FILE NUMBER
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N/A
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CUSIP NUMBER
(Check One):
[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K
[x] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR
For Period Ended: June 30, 2004
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[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: N/A
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Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates: N/A
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Part I-Registrant Information
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Full Name of Registrant:
Colony Resorts LVH Acquisitions, LLC
Former Name if Applicable:
N/A
Address of Principal Executive Office (Street and Number):
1999 Avenue of the Stars, Suite 1200
City, State and Zip Code
Los Angeles, CA 90067
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Part II-Rules 12b-25 (b) and (c)
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If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25, the following
should be completed. (Check box if appropriate) [x]
(a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
(b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K, Form N-SAR or Form N-CSR, or portion
thereof, will be filed on or before the fifteenth calendar day
following the prescribed due date; or the subject quarterly report or
transition report on Form 10-Q, or portion thereof will be filed on or
before the fifth calendar day following the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule 12b-25(c)
has been attached if applicable.
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Part III-Narrative
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State below in reasonable detail the reasons why Form 10-K, 20-F, 11-K,
10-Q, N-SAR, N-CSR, or the transition report or portion thereof, could not be
filed within the prescribed time period.
On June 18, 2004, Colony Resorts LVH Acquisitions (the "Company") purchased
substantially all of the assets and assumed certain liabilities of LVH
Corporation, a wholly-owned subsidiary of Caesars Entertainment, Inc. ("LVH").
The Form 10-Q for the period ended June 30, 2004 could not be filed within the
prescribed time period due to the amount of time required to prepare financial
statements for the Company's quarterly report. Accordingly, the Company needs
additional time to complete the disclosure in the quarterly report on Form 10-Q
as required under the Securities Exchange Act of 1934.
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Part IV-Other Information
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(1) Name and telephone number of person to contact in regard to this
notification
Robert Schaffhauser (702) 732-5922
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
[x] Yes [ ] No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
[x] Yes [ ] No
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
The Company did not exist during the corresponding period for the last
fiscal year. The Company was formed on December 18, 2003 and, prior to June
2004, conducted no business other than relating to the acquisition of
substantially all of the assets and certain liabilities of LVH. The Company is
delayed in filing its 10-Q due to the fact that the Company purchased
substantially all of the assets and assumed certain liabilities of LVH on June
18, 2004. Accordingly, there will be significant material changes because the
entity is now an operating company that owns and operates a hotel and casino.
See also above in Part III.
Colony Resorts LVH Acquisitions, LLC
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(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: August 16, 2004 By: /s/ Rodolfo Prieto
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Name: Rodolfo Prieto
Title: Chief Executive Officer and General Manager
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).