UNITED STATES
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): January 3, 2006
MONARCH CASINO & RESORT, INC.
(Exact name of registrant as specified in its charter)
NEVADA 0-22088 88-0300760
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1175 W. Moana Lane, Suite 200
Reno, NEVADA 89509
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(Address of Principal Executive Offices) (Zip Code)
(775)825-3355
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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(Former name or former address, if changed since last report)
ITEM 8.01 Other Events
On January 3, 2006, Monarch Casino & Resort, Inc. (the "Company"),
through its wholly-owned subsidiary, Golden Town, Inc., entered into
agreements, dated as of January 1, 2006, to acquire 100% of the equity
interest of LLH Gaming, Inc. and its affiliates (collectively, "LLH"). LLH
is the party to a Purchase and Sale Agreement for the purchase by LLH of the
Fitzgerald's Reno Casino Hotel located in downtown, Reno, Nevada
("Fitzgerald's Reno). The Company intends to cause LLH to complete the
purchase of Fitzgerald's Reno at an estimated cost of $11,000,000 plus
additional transaction costs.
LLH filed for bankruptcy relief under Chapter 11 of the Bankruptcy Code
on December 30, 2005. The Sellers under the Purchase and Sale Agreement have
indicated that they do not believe LLH should be able to close the purchase.
Various parties to the Purchase and Sale Agreement, including LLH, will appear
in the U.S. Bankruptcy Court, District of Nevada, on January 9, 2006. This
hearing may clarify whether LLH will be entitled to proceed to close on the
Purchase and Sale Agreement and purchase substantially all of the Assets of
the Fitzgerald's Reno. In addition, in the event that LLH receives a
favorable decision regarding its ability to purchase the assets of the
Fitzgerald's Reno from the U.S. Bankruptcy Court, other proceedings for
additional approvals will be required from the District Court, State of
Nevada, the City of Reno and the Nevada gaming regulatory authorities before
LLH will be able to acquire the assets of the Fitzgerald's Reno.
Fitzgerald's Reno is a 351-room hotel with approximately 27,000 square
feet of gaming space and three restaurants located in the central business
district of downtown Reno, and is within walking distance of the National
Bowling Stadium and other downtown attractions.
A copy of the Purchase and Sale Agreement is attached to this Current
Report as Exhibit 2.1 and is incorporated herein by reference.
A copy of the press release issued by the Company announcing the
execution of the Purchase Agreement is attached to this Current Report as
Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits
(d) EXHIBITS
Exhibit 2.1 Purchase and Sale Agreement dated September 12, 2004 by
and among, LLH HOLDINGS, LLC, LLH PARKING, LLC, and LLH
GAMING, INC.; FITGERALDS RENO, INC. and JEFFREY GILBERT,
and FITZGERALDS GAMING CORPORATION.
Exhibit 99.1 Press release dated January 3, 2006.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
MONARCH CASINO & RESORT, INC.
Date: January 9, 2006 By: /s/ Ben Farahi
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Name: Ben Farahi
Title: Chief Financial Officer,
Treasurer and Secretary
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Exhibit No. Description
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Exhibit 2.1 Purchase and Sale Agreement dated September 12, 2004 by
and among, LLH HOLDINGS, LLC, LLH PARKING, LLC, and LLH
GAMING, INC.; FITGERALDS RENO, INC. and JEFFREY GILBERT,
and FITZGERALDS GAMING CORPORATION.
Exhibit 99.1 Press release dated January 3, 2006.
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Exhibit 99.1
PRESS RELEASE
MONARCH CASINO & RESORT, INC. ANNOUNCES NEW ACQUISITION OPPORTUNITY
RENO, NV-January 4, 2006- Monarch Casino & Resort, Inc. (Nasdaq: MCRI)
(the "Company"), owner of the Atlantis Casino Resort in Reno, Nevada,
announced today that through a wholly-owned subsidiary, Golden Town, Inc., it
has acquired 100% of the equity interest of LLH Gaming, Inc. and its
affiliates ("LLH"). LLH is the party to a Purchase Agreement for the
purchase by LLH of the Fitzgerald's Reno Casino Hotel located in downtown
Reno, Nevada ("Fitzgerald's Reno"). LLH sought protection under Chapter 11
of the United States Bankruptcy Code on December 29, 2005, just prior to the
expiration date of LLH's Purchase Agreement for Fitzgerald's Reno.
The Company intends to cause LLH to complete the purchase of Fitzgerald's
Reno at an estimated cost of $11,000,000 plus additional transaction costs and
to cause the LLH bankruptcy case to be dismissed. However, the purchase of
Fitzgerald's Reno is subject to several issues and contingencies, any of which
could prevent or delay the successful completion of the purchase.
Because of the significant contingencies and uncertainties, there is no
assurance that Monarch's subsidiary will consummate the purchase of
Fitzgerald's Reno.
Fitzgerald's Reno is a 351-room hotel with approximately 27,000 square
feet of gaming space and three restaurants located in the central business
district of downtown Reno, and is within walking distance of the National
Bowling Stadium and other downtown attractions.
A United States Bankruptcy Court approved the Fitzgerald's Reno Plan of
Reorganization on May 5, 2003. The Fitzgerald's Reno bankruptcy debtors
surrendered their gaming license in August 2003, and since that date, a court
appointed supervisor has operated Fitzgerald's Reno.
Monarch Casino & Resort, Inc., through its wholly-owned subsidiary, owns
and operates the tropically-themed Atlantis Casino Resort in Reno, Nevada.
The Atlantis is the closest hotel-casino to, and is directly across the street
from, the Reno-Sparks Convention Center. The Atlantis is recognizable due to
its Sky Terrace, a unique structure rising approximately 55 feet from street
level and spanning 160 feet across Virginia Street with no intermediate
support pillars. The Sky Terrace connects the Atlantis to a 16-acre parcel of
land owned by the Company, that is compliant with all casino zoning
requirements and is suitable and available for future expansion of the
Atlantis facilities and is currently being used by the Company as additional
paved parking for the Atlantis. The existing Atlantis site offers almost
1,000 guest rooms in three contiguous high-rise hotel towers and a motor
lodge. The tropically-themed Atlantis features approximately 51,000 square
feet of high-energy casino space with 38 table games and approximately 1,450
slot and video poker machines, a sports book, Keno and a poker room, and
offers a variety of dining choices in the form of nine high-quality food
outlets.
The disclosures contained in this press release are subject to numerous
forward-looking statements, factors and contingencies within the meaning of
Section 21 of the Securities Exchange Act of 1934, the outcome of which could
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substantially impact the information disclosed. The factors that could impact
the disclosures herein include, but are not limited to, receipt of certain
gaming regulatory approvals; modified court orders from the Nevada District
Court regarding the status of the court appointed supervisor of Fitzgerald's
Reno; orders from the United States Bankruptcy Court; general economic
conditions affecting the gaming industry; and other factors generally
affecting the economy of Reno and Nevada and the gaming industry generally.
These forward-looking factors are also subject to other factors set forth in
the Company's periodic filings under the Securities Exchange Act of 1934, as
amended.
Contacts: Ben Farahi at (775) 825-3355 or benfarahi@monarchcasino.com
Karl G. Brokmann at (775) 825-3355 or kbrokmann@monarchcasino.com
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