I have two reports from River Rock that may be of interest to the bondholders. As you know the bonds of River Rock are in default. The Indian Tribe is making every effort to pay bondholders. Below are two PRESS RELEASE that are self explanitory.
RIVER ROCK ENTERTAINMENT AUTHORITY TO OFFER $205 MILLION OF SENIOR NOTES DUE 2018
Geyserville, CA. October 19, 2011 – The River Rock Entertainment Authority (the “Authority”), the operator of the River Rock Casino in Sonoma County, California, today announced its intention to offer, pursuant to exemptions from registration under the Securities Act, $205.0 million aggregate principal amount of Senior Notes due 2018 (the "New Notes").
The Authority intends to use the proceeds from the offering of the New Notes, together with cash on hand and the proceeds from a concurrent private placement of $27.6 million of 6.50% Senior Subordinated Notes due 2019, to retire all of its outstanding 9¾% Senior Notes due 2011 and the outstanding notes of the Tribe (as defined below) and to fund the construction of an emergency access road over the Tribe’s reservation and a portion of newly acquired property.
This press release is not an offer to sell or the solicitation of an offer to buy any securities. The New Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction. Unless they are registered, the New Notes may be offered only in transactions that are exempt from registration under the Securities Act or the applicable securities laws of any other jurisdiction. The New Notes are being offered in the United States only to "qualified institutional buyers" (as defined in Rule 144A under the Securities Act) and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act.
River Rock Entertainment Authority
We are a Tribal governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians (the “Tribe”), a federally recognized self-governing Indian tribe. The Tribe has approximately 1,000 enrolled members and 93-acres of trust land in Sonoma County, California.
Forward-Looking Statements This release contains certain “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. Whenever you read a statement that is not simply a statement of historical fact (such as when we describe what we “believe,” “expect” or “anticipate” will occur and other similar statements), you must remember that our expectations may not be correct, even though we believe they are reasonable.
We do not guarantee that the transactions and events described in this press release will happen as described (or that they will happen at all). You should read this press release completely and with the understanding that actual future results may be materially different from what we expect. We will not update these forward-looking statements, even though our situation will change in the future.
Whether actual results will conform to our expectations and predictions is subject to a number of risks and uncertainties, including:
· Our financial performance
· Our dependence on a single gaming site
· Our levels of leverage and ability to meet our debt service and other obligations
· General local, domestic and global economic conditions
· Changes in federal or state tax laws or regulations, including the Compact
· Maintenance of licenses required under gaming laws and regulations and construction permits and approvals required under applicable laws and regulations; and
· Development of new competitive gaming properties.
Contact:
Don Duffy
ICR, LLC
203-682-8215
FOR IMMEDIATE RELEASE
PRESS RELEASE
November 2, 2011
River Rock Entertainment Authority Announces a Strongly Supported Forbearance and Support Agreement with Majority of Senior Noteholders
Geyserville, CA. November 2, 2011—River Rock Entertainment Authority (the “Authority”), the operator of the River Rock Casino in Sonoma County, California, today announced that it has, together with the Dry Creek Rancheria Band of Pomo Indians (the “Tribe”), entered into a Forbearance and Support Agreement (the “Forbearance and Support Agreement”) with holders in aggregate representing in excess of 60% of the outstanding principal amount of the Authority’s 9 ¾% senior notes due 2011 (the “9 ¾% Senior Notes”).
The Forbearance and Support Agreement provides for the operations of the River Rock Casino to continue as usual. While we restructure there will be no changes to the operations of the River
Rock Casino or impact on its customers, employees, vendors and suppliers.
Under the terms of the Forbearance and Support Agreement, holders representing in excess
of 60% of the outstanding principal amount of the 9 ¾% Senior Notes will forbear from
exercising their respective rights and remedies in connection with defaults relating to the
Authority’s failure to pay amounts due under the indenture governing the 9 ¾% Senior Notes
while the Authority pursues the restructuring strategy agreed upon in the Forbearance and
Support Agreement. We plan to make the terms of the Forbearance and Support Agreement
public as soon as practicable.
As contemplated by the Forbearance and Support Agreement, the Authority expects to
launch an exchange offer (the “Exchange Offer”) for the 9 ¾% Senior Notes for new senior
secured notes (the “New Senior Notes”), and to issue $27.6 million in aggregate principal
amount of new subordinated notes (the “New Subordinated Notes”). The proceeds of the New
Subordinated Notes will be used by the Tribe to retire certain of its existing debt. The Exchange
Offer will be open to all qualifying holders of the 9 ¾% Senior Notes. The Authority expects to
launch the Exchange Offer by November 18, 2011, and consummation of the restructuring is
expected to occur in December 2011.
The Forbearance and Support Agreement provides a framework under which the Authority
will seek to restructure the 9 ¾% Senior Notes consistent with its long-term growth and
development strategy. The Authority and the Tribe are pleased to be working with the
Authority's noteholders to reach an amicable restructuring of the Authority's debt.
Important Information about the Exchange Offer
This press release is for informational purposes only, and is not an offer to sell or the
solicitation of an offer to buy any New Senior Notes or New Subordinated Notes. An exchange
offer will only be made pursuant to exchange offer documents that are expected to be made
available to the holders of the 9 ¾% Senior Notes. Holders of the 9 ¾% Senior Notes are
advised to read the exchange offer documents when they become available, as these documents
will contain important information about the Authority and the exchange offer.
River Rock Entertainment Authority
We are a Tribal governmental instrumentality of the Dry Creek Rancheria Band of Pomo
Indians, a federally recognized self-governing Indian tribe. The Tribe has approximately 1,000
enrolled members and 93-acres of trust land in Sonoma County, California.
Forward-Looking Statements
This release contains certain “forward-looking statements” within the meaning of the
United States Private Securities Litigation Reform Act of 1995. Whenever you read a statement
that is not simply a statement of historical fact (such as when we describe what we “believe,”
“expect” or “anticipate” will occur and other similar statements), you must remember that our
expectations may not be correct, even though we believe they are reasonable. We do not
guarantee that the transactions and events described in this press release will happen as described (or that they will happen at all). You should read this press release completely and with the understanding that actual future results may be materially different from what we expect.
These forward-looking statements are based on our current expectations and observations. For example, factors that could cause actual results to vary from our expectations include, but are not limited to:
• our ability to complete the Exchange Offer and the restructuring;
• the possibility that creditors who have a security interest in the slot machines and other property used in our casino could foreclose on that collateral, rendering us unable to operate our casino;
• our levels of debt and leverage and our ability to meet our debt service and other
obligations;
• restrictive covenants in our debt instruments and their impact on our ability to operate
our casino and pursue our gaming and other business strategies;
• our ability to generate cash flow from our casino;
• the ability of our casino to compete with established or future gaming operators,
particularly in the Northern California gaming market;
• our casino is in a single location and is not diversified;
• changes or developments in, or adverse interpretations of, laws, rules or regulations,
including gaming laws and taxes, applicable to us or the Tribe;
• any proposal to renegotiate our gaming compact with the State of California (the
“Compact”) or any renegotiation of gaming compacts by the Tribe’s gaming
competitors that may have a negative impact on the competitive position of our
casino;
• the loss of any license or permit or limitations placed on any such licenses or permits
required for the operation of our casino or our expansion plans; and
• general domestic or local economic, financial and other conditions, particularly an
economic downturn or disruptions in the capital markets.
Except as required by law, we do not intend, and undertake no obligation, to update any
forward-looking statements, whether as a result of new information, future events or otherwise,
even if experience or future events make it clear that any expected results expressed or implied
by these forward-looking statements will not be realized. See the section entitled “Risk Factors”
in Exhibit 99.2 to our Form 8-K filed with the SEC on October 20, 2011, for a more complete
discussion of these risks and uncertainties and for other risks and uncertainties. Those factors and the other risk factors described therein are not necessarily all of the important factors that could cause actual results or developments to differ materially from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors also could harm our results.
Consequently, there can be no assurance that actual results or developments anticipated by us
will be realized or, even if substantially realized, that they will have the expected consequences.
FOR ADDITIONAL INFORMATION
Contact:
Don Duffy
ICR, LLC
203-682-8215
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