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 and Exchange Act of 1934
Date of Report (Date of earliest event reported): May 18, 2007
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)
Registrant's telephone number, (702) 794-9237
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 15, 2007, the Riviera Operating Corporation ("ROC"), a
wholly-owned subsidiary of Riviera Holdings Corporation (the "Company") and
Riviera Black Hawk Inc. ("RBH") a wholly-owned subsidiary of ROC, issued Salary
Continuation Agreements (the "Agreements") to two executive officers and 57
other significant employees. Such Agreements are effective upon the execution by
each officer or employee. The Agreements entitle such officers and employees
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 Mark Lefever, the Company's Treasurer and Chief
Financial Officer and ROC's Executive Vice President of Finance, Tullio J.
Marchionne, the Company's Secretary and General Counsel and ROC's Secretary and
Executive Vice President, and two other significant employees entitle such
employees to 12 months of base salary and 24 months of health insurance benefits
in the event of a Company Termination within 24 months after a change in control
of the Company.
The other Agreements that are entered into with 55 other current
significant employees entitle such employees to six months of base salary and
health insurance benefits, subject to such employees' duty to mitigate by
obtaining similar employment elsewhere, in the event of a Company Termination
within 12 months after a change in control. All of the Agreements expire on
December 31, 2008.
Section 5 - Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) Effective May 16, 2007, in addition to his other duties Mark
Lefever assumed the position of President of RBH, with an increase of salary
from $250,000 to $300,000. In addition, see Item 1.01 of this Form 8-K for
information concerning Salary Continuation Agreements issued to Mr. Marchionne
and Mark Lefever, the Company's Treasurer and Chief Financial Officer and ROC's
Executive Vice President of Finance.
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: May 18, 2007 RIVIERA HOLDINGS CORPORATION
By: /s/ Mark Lefever
Treasurer and Chief Financial Officer