Attached files
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| EX-10.03 - American Casino & Entertainment Properties LLC | v177267_ex10-03.htm |
| EX-10.02 - American Casino & Entertainment Properties LLC | v177267_ex10-02.htm |
| EX-10.01 - American Casino & Entertainment Properties LLC | v177267_ex10-01.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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): March 9, 2010
AMERICAN CASINO &
ENTERTAINMENT PROPERTIES LLC
(Exact name of registrant as
specified in its charter)
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Delaware
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000-52975
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20-0573058
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(State
of Incorporation)
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(Commission
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(I.R.S.
Employer
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File
Number)
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Identification
No.)
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2000
Las Vegas Boulevard South
Las Vegas, NV
89104
(Address
of principal executive offices)(Zip code)
(702)
383-5242
(Registrant's
telephone number, including area code)
(Former name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
¨ Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4 (c))
Section 1 — Registrant’s
Business and Operations
Item 1.01 Entry into a Material
Definitive Agreement.
On March
9, 2010, American Casino & Entertainment Properties LLC (the “Company”)
entered into an employment agreement with Frank V. Riolo, our Chief
Executive Officer (the “Riolo Employment Agreement”). Under the terms of the
Riolo Employment Agreement, Mr. Riolo will receive an annual base salary of
$600,000, subject to review on an annual basis for increase under our normal
performance review process. Mr. Riolo shall be eligible to receive an
annual bonus, as may, from time to time, be determined in the sole discretion of
our board. Mr. Riolo will also be entitled to receive certain
healthcare and similar employee welfare benefits comparable to those received by
our employees at a similar pay level and/or position. The Riolo Employment
Agreement is effective as of March 9, 2010 and continues through April 29,
2011.
According
to its terms, the Riolo Employment Agreement will terminate on the first of the
following events to occur: (1) April 29, 2011; (2) death or disability
of Mr. Riolo; (3) the discharge of Mr. Riolo with or without cause (as
defined in the employment agreement); or (4) Mr. Riolo’s resignation. In
the event Mr. Riolo is terminated without cause, Mr. Riolo will receive all
amounts earned, vested, due, and unpaid as of the termination date, plus a lump
sum payment, within fifteen (15) days, equal to one (1) year of base
compensation.
The Riolo
Employment Agreement further provides that during the term of employment and at
all times thereafter, Mr. Riolo will hold all confidential information in a
fiduciary capacity for our benefit. The Riolo Employment Agreement also
restricts Mr. Riolo from soliciting customers or employees of the Company during
his employment and for a period of one (1) year thereafter.
The Riolo
Employment Agreement also provides that, for a period of six (6) months
following his last day of employment by the Company, Mr. Riolo will not,
directly or indirectly, as principal, agent, owner, employee, partner, investor,
shareholder (other than solely as a holder of not more than 1% of the issued and
outstanding shares of any public corporation), consultant, advisor or otherwise
howsoever own, operate, carry on or engage in the operation of or have any
financial interest in or provide, directly or indirectly, financial assistance
to or lend money to or guarantee the debts or obligation of any person carrying
on or engaged in the hotel or casino business in or within one hundred (100)
miles of the Stratosphere Hotel and Casino.
The
foregoing description of the Riolo Employment Agreement is qualified in its
entirety by reference to such document, which is filed herewith as
Exhibit 10.01 and incorporated herein by reference.
On March
9, 2010, the Company entered into an employment agreement with Thomas I. Moore,
the President of Stratosphere Development, LLC (the “Moore Employment
Agreement”). Under the terms of the Moore Employment Agreement, Mr. Moore
will receive an annual base salary of $400,000, subject to review on an annual
basis for increase under our normal performance review process. Mr.
Moore shall be eligible to receive an annual bonus, as may, from time to
time, be determined in the sole discretion of our board. Mr. Moore
will also be entitled to receive certain healthcare and similar employee welfare
benefits comparable to those received by our employees at a similar pay level
and/or position. The Moore Employment Agreement is effective as of March 9, 2010
and continues through March 9, 2012.
According
to its terms, the Moore Employment Agreement will terminate on the first of the
following events to occur: (1) March 9, 2012; (2) death or disability
of Mr. Moore; (3) the discharge of Mr. Moore with or without cause (as
defined in the employment agreement); or (4) Mr. Moore’s resignation. In
the event Mr. Moore is terminated without cause, Mr. Moore will receive all
amounts earned, vested, due, and unpaid as of the termination date, plus a lump
sum payment, within fifteen (15) days, equal to $390,000.
The Moore
Employment Agreement further provides that during the term of employment and at
all times thereafter, Mr. Moore will hold all confidential information in a
fiduciary capacity for our benefit. The Moore Employment Agreement also
restricts Mr. Moore from soliciting customers or employees of the Company during
his employment and for a period of one (1) year thereafter.
The Moore
Employment Agreement also provides that, for a period of six (6) months
following his last day of employment by the Company, Mr. Moore will not,
directly or indirectly, as principal, agent, owner, employee, partner, investor,
shareholder (other than solely as a holder of not more than 1% of the issued and
outstanding shares of any public corporation), consultant, advisor or otherwise
howsoever own, operate, carry on or engage in the operation of or have any
financial interest in or provide, directly or indirectly, financial assistance
to or lend money to or guarantee the debts or obligation of any person carrying
on or engaged in the hotel or casino business in or within one hundred (100)
miles of the Stratosphere Hotel and Casino.
The
foregoing description of the Moore Employment Agreement is qualified in its
entirety by reference to such document, which is filed herewith as
Exhibit 10.02 and incorporated herein by reference.
On March
9, 2010, Aquarius Gaming LLC (“Aquarius”) entered into an
employment agreement with Paul Hobson, the General Manager of Aquarius Gaming
LLC (the “Hobson Employment Agreement”). Under the terms of the Hobson
Employment Agreement, Mr. Hobson will receive an annual base salary of
$250,000, subject to review on an annual basis for increase under our normal
performance review process. Mr. Hobson shall be eligible to receive an
annual bonus, as may, from time to time, be determined in the sole discretion of
our board. Mr. Hobson will also be entitled to receive certain
healthcare and similar employee welfare benefits comparable to those received by
our employees at a similar pay level and/or position. The Hobson Employment
Agreement is effective as of March 9, 2010 and continues through March 9,
2012.
According
to its terms, the Hobson Employment Agreement will terminate on the first of the
following events to occur: (1) March 9, 2012; (2) death or disability
of Mr. Hobson; (3) the discharge of Mr. Hobson with or without cause (as
defined in the employment agreement); or (4) Mr. Hobson’s resignation. In
the event Mr. Hobson is terminated without cause, Mr. Hobson will receive all
amounts earned, vested, due, and unpaid as of the termination date, plus a lump
sum payment, within fifteen (15) days, equal to $250,000.
The
Hobson Employment Agreement further provides that during the term of employment
and at all times thereafter, Mr. Hobson will hold all confidential information
in a fiduciary capacity for our benefit. The Hobson Employment Agreement also
restricts Mr. Hobson from soliciting customers or employees of Aquarius during
his employment and for a period of one (1) year thereafter.
The
Hobson Employment Agreement also provides that, for a period of six (6) months
following his last day of employment by Aquarius, Mr. Hobson will not, directly
or indirectly, as principal, agent, owner, employee, partner, investor,
shareholder (other than solely as a holder of not more than 1% of the issued and
outstanding shares of any public corporation), consultant, advisor or otherwise
howsoever own, operate, carry on or engage in the operation of or have any
financial interest in or provide, directly or indirectly, financial assistance
to or lend money to or guarantee the debts or obligation of any person carrying
on or engaged in the hotel or casino business in or within one hundred (100)
miles of the Aquarius Hotel and Casino.
The
foregoing description of the Hobson Employment Agreement is qualified in its
entirety by reference to such document, which is filed herewith as
Exhibit 10.03 and incorporated herein by reference.
Section 5 — Corporate Governance
and Management
Item 5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangement of Certain Officers.
The
disclosure under Item 1.01 of this Current Report on Form 8-K is incorporated
herein by reference.
Section 9 — Financial Statements
and Exhibits
Item 9.01 Financial Statements
and Exhibits.
(d) Exhibits
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10.01
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Employment
Agreement, dated as of March 9, 2010, between American Casino &
Entertainment Properties LLC and Frank V.
Riolo.
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10.02
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Employment
Agreement, dated as of March 9, 2010, between American Casino &
Entertainment Properties LLC and Thomas I.
Moore.
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10.03
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Employment
Agreement, dated as of March 9, 2010, between Aquarius Gaming LLC and
Paul Hobson.
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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.
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AMERICAN
CASINO & ENTERTAINMENT
PROPERTIES
LLC
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(Registrant)
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By:
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/s/
Edward W. Martin, III
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Edward
W. Martin, III
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Chief
Financial Officer and
Treasurer
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Date:
March 12, 2010