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): May 17, 2005
RIVIERA HOLDINGS CORPORATION
(exact name of registrant as specified in its charter)
Nevada 000-21430 88-0296885
(State or other
jurisdiction of (Commission (IRS Employer
corporation) File Number) Identification No.)
2901 Las Vegas Boulevard
Las Vegas, Nevada 89109
(Address of principal office) (Zip code)
(702) 794-9527
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Registrant's telephone number,
including area code
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(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 (see General Instruction A.2. below):
[] 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 May 17, 2005, Riviera Holdings Corporation (the "Company") and its
wholly-owned subsidiary, Riviera Operating Corporation ("ROC"), entered into the
current Salary Continuation Agreements ("Agreements") with 65 officers and other
significant employees and on October 10, 2005, they entered into an Agreement
with one other significant employee. 63 of those individuals are still employed
with ROC. The Agreements entitle them to certain compensation and benefits if
the Company terminates their employment without cause (a "Company Termination")
within a specified time period after a change in control of the Company, as
described below.
The Agreements with Duane R. Krohn, the Company's Treasurer and chief financial
officer and ROC's Executive Vice President of Finance; Ronald P. Johnson, ROC's
Executive Vice President of Operations; Tullio J. Marchionne, the Company's
Secretary and General Counsel and ROC's Secretary and Vice President; and one
other significant employee entitle them to (i) 24 months of base salary and full
fringe benefits, and eligibility for an incentive compensation bonus for the
year of termination, in the event of a Company Termination within 24 months
after a change in control of the Company.
The Agreements with 6 current significant employees entitle them to 12 months of
base salary, subject to their duty to mitigate by obtaining similar employment
elsewhere ("Mitigation"), plus two years of health insurance coverage and
eligibility for an incentive compensation bonus for the year of termination, in
the event of a Company Termination within 24 months after a change in control.
The Agreements with 23 current significant employees entitle them to 12 months
of base salary, subject to Mitigation, plus two years of health insurance
coverage in the event of a Company Termination within 24 months after a change
in control.
The Agreements with 30 current significant employees entitle them to six months
of base salary, subject to Mitigation, plus one year of health insurance
coverage in the event of a Company Termination within 12 months after a change
in control.
The Agreements expire on December 31, 2006.
SIGNATURE
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.
Date: March 7, 2006 RIVIERA HOLDINGS CORPORATION
By: /s/ Duane Krohn
Treasurer and CFO