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): DECEMBER 31, 2003
THE MAJESTIC STAR CASINO, LLC
THE MAJESTIC STAR CASINO CAPITAL CORP.
(Exact name of Registrant as Specified in its Charter)
INDIANA 333-06489 43-1664986
INDIANA 35-2100872
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
301 FREMONT STREET, 12TH FLOOR
LAS VEGAS, NEVADA 89101
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (702) 388-2224
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Effective December 31, 2003, following receipt of regulatory approval,
the Registrant consummated the spin-off of its unrestricted subsidiary, Barden
Nevada Gaming, LLC ("Barden Nevada"), to Barden Development, Inc. ("BDI"), the
Registrant's parent company. The spin-off was effected by an assignment of the
membership interests in Barden Nevada to BDI. As a result of the spin-off,
Barden Nevada is no longer a subsidiary of the Registrant but is held by BDI.
Barden Nevada is the owner and operator of a Fitzgeralds-brand casino located in
Las Vegas, Nevada ("Fitzgeralds Las Vegas").
In connection with the spin-off, the Registrant entered into (i) a
license agreement with Barden Nevada to allow Barden Nevada the right to use the
name "Fitzgeralds" in connection with its operation of Fitzgeralds Las Vegas,
(ii) an expense sharing agreement which provides for a fee from Barden Nevada to
the Registrant in the amount of the greater of (a) $500,000 per year or (b) the
actual amount of certain specified expenses incurred by the Registrant in
connection with providing management services to Barden Nevada and (iii) a one
year credit agreement pursuant to which the Registrant agreed to provide to
Barden Nevada, as needed by Barden Nevada, an unsecured $1 million revolving
credit facility bearing interest at a rate equal to the blended interest rate
paid by the Registrant to Wells Fargo Foothill, Inc. under the Registrant's $80
million credit facility.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) EXHIBITS
A list of Exhibits included as part of this report is set forth in the
Exhibit Index which immediately precedes such Exhibits and is incorporated
herein by reference.
(b) PRO FORMA FINANCIAL INFORMATION
The following pro forma financial data of the Registrant is filed as
Exhibit 99 to this Current Report on Form 8-K:
Unaudited Pro Forma Condensed Consolidated Statements of Operations for
the Year Ended December 31, 2002 and For the Nine Months Ended
September 30, 2003
Unaudited Pro Forma Condensed Consolidated Balance Sheet as of
September 30, 2003
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.
January 15, 2004 THE MAJESTIC STAR CASINO, LLC
By: /s/ Jon S. Bennett
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Jon S. Bennett, Vice President and Chief
Financial Officer
THE MAJESTIC STAR CASINO CAPITAL CORP.
By: /s/ Jon S. Bennett
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Jon S. Bennett, Vice President and Chief
Financial Officer
EXHIBIT INDEX
Exhibit No. Description
2 Barden Nevada Gaming, LLC Assignment of Membership Interest
99 Unaudited Pro Form Condensed Consolidated Financial Data