SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): November 25, 2002
RIVIERA HOLDINGS CORPORATION
(exact name of registrant as specified in its charter)
Nevada 000-21430 88-0296885
(State of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
2901 Las Vegas Boulevard
Las Vegas, Nevada 89109
(Address of principal office) (Zip code)
Registrant's Telephone number, (702) 794-9527
including area code
Item 5. Other Events
On November 25, 2002, Riviera Holdings Corporation (the "Company")
completed an exchange offer (the "Exchange Offer") pursuant to which the Company
had offered to exchange its 11% Series B Senior Secured Notes due 2010 ("New
Notes") for an equal principal amount of its outstanding 11% Senior Secured
Notes due 2010 ("Old Notes"). The Company issued $215,000,000 of Old Notes on
June 26, 2002, all of which were outstanding prior to the Exchange Offer. Old
Notes in the aggregate principal amount of $214,800,000 were exchanged for New
Notes in the Exchange Offer.
The Exchange Offer was undertaken to comply with the requirements of a
Registration Rights Agreement entered into by the Company concurrently with the
issuance of the Old Notes. The New Notes were registered under the Securities
Act of 1933, as amended, pursuant to a Registration Statement on Form S-4 that
was declared effective by the Securities and Exchange Commission on October 2,
2002.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Not Applicable
(b) Not Applicable
(c) Exhibits
Exhibit 99
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: December 4, 2002 RIVIERA HOLDINGS CORPORATION
By: /s/ Duane Krohn
Treasurer and CFO
EXHIBIT INDEX
Exhibit
Number Description