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As Of Filer Filing For·On·As Docs:Size Issuer Agent 4/25/06 Black Gaming, LLC 10-K/A 12/31/05 6:338K Merrill Corp-MD/FA Oasis Interval Management, LLC Oasis Interval Ownership, LLC Casablanca Resorts, LLC B & B B, Inc. RBG, LLC Oasis Recreational Properties, Inc. |
Document/Exhibit Description Pages Size 1: 10-K/A Amendment to Annual Report Pursuant to Section 13 HTML 113K and 15(D) 2: EX-10.2 Material Contract HTML 101K 3: EX-31.1 Certification per Sarbanes-Oxley Act (Section 302) HTML 14K 4: EX-31.2 Certification per Sarbanes-Oxley Act (Section 302) HTML 15K 5: EX-32.1 Certification per Sarbanes-Oxley Act (Section 906) HTML 10K 6: EX-32.2 Certification per Sarbanes-Oxley Act (Section 906) HTML 10K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
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ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission file number 333-123179 |
VIRGIN RIVER CASINO CORPORATION
RBG, LLC
B & B B, INC.
(Exact name of registrant as specified in its charter)
Nevada |
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88-0860535 |
Nevada |
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88-0254007 |
Nevada |
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88-0238611 |
(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
897 West Mesquite Boulevard, Mesquite, Nevada |
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89027 |
(Address and telephone number of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (702) 346-4000
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Name of each exchange on which registered |
None. |
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Securities registered pursuant to Section 12(g) of the Act:
None.
(Title of each class)
(Title of each class)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes o No ý
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes o No ý
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
Indicate by check mark if disclosure or delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Yes o No ý
Indicate by check mark
whether the registrant is a large accelerated filer, an accelerated filer, or a
non-accelerated filer. See definition of “accelerated filer and large
accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o |
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Accelerated filer o |
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Non-Accelerated filer ý |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No ý
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter. Not Applicable.
DOCUMENTS INCORPORATED BY REFERENCE
Not applicable.
TABLE OF ADDITIONAL REGISTRANTS
Each of the following direct and indirect subsidiaries of RBG, LLC and each other subsidiary that is or becomes a guarantor of registrant’s registered securities, is also deemed to be a registrant.
Exact name of registrant as |
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State or other |
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I.R.S. Employer |
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Address, including zip code, and |
Casablanca Resorts, LLC |
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Nevada |
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88-0492081 |
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Oasis Interval Ownership, LLC. |
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Nevada |
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88-0500066 |
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Oasis Interval Management, LLC |
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Nevada |
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88-0500065 |
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Oasis Recreational Properties, Inc. |
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Nevada |
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88-0499167 |
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897 West Mesquite Blvd (702) 346-4000 |
EXPLANATORY NOTE
This Form 10-K/A amends our previously filed Annual Report on Form 10-K for the year ended December 31, 2005 (the “Annual Report”) and is being filed solely to include Exhibit 10.2 as listed on the Exhibit Index in the Annual Report.
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(b) Exhibits.
10.2 Executive Employment Agreement dated April 1, 2005 made by Virgin River Casino Corporation, RGB, LLC and Casablanca Resorts, LLC with Jonathan Lowenhar.
31.1 Certification pursuant to §302 of the Sarbanes-Oxley Act of 2002, Curt Mayer
31.2 Certification pursuant to §302 of the Sarbanes-Oxley Act of 2002, Robert R. Black, Sr.
32.1 Certification pursuant to §906 of the Sarbanes-Oxley Act of 2002, Curt Mayer
32.2 Certification pursuant to §906 of the Sarbanes-Oxley Act of 2002, Robert R. Black, Sr.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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VIRGIN RIVER CASINO CORPORATION |
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(Registrant) |
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By: |
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Date: April 25, 2006 |
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Its: |
Chairman of the Board,
Chief Executive Officer and |
Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.
Signature |
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Date |
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Chairman of the Board, Chief |
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Executive Officer and
President |
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/s/ Curt Mayer |
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Chief Financial Officer |
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(Principal Financial and |
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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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RGB, LLC |
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(Registrant) |
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By: |
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Date: April 25, 2006 |
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Its: |
Manager |
Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.
Signature |
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Title |
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Date |
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Manager |
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(Principal Executive Officer) |
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/s/ Curt Mayer |
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Chief Financial Officer |
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(Principal Financial and |
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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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B & B B, Inc. |
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(Registrant) |
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By: |
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Date: April 25, 2006 |
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Its: |
Chairman of the Board,
Chief Executive Officer and |
Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.
Signature |
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Title |
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Date |
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Chairman of the Board, Chief |
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Executive Officer and
President |
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/s/ Curt Mayer |
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Chief Financial Officer |
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(Principal Financial and |
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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Casablanca Resorts, LLC |
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(Registrant) |
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By: |
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Date: April 25, 2006 |
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Its: |
Manager of its Manager, RBG, LLC |
Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.
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Manager of its Manager, RGB, |
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LLC |
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/s/ Curt Mayer |
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Chief Financial Officer |
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(Principal Financial and |
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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Oasis Interval Ownership, LLC |
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(Registrant) |
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By: |
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Date: April 25, 2006 |
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Its: |
Manager |
Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.
Signature |
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Title |
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Date |
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Manager |
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(Principal Executive Officer) |
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/s/ Curt Mayer |
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Chief Financial Officer |
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(Principal Financial and |
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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Oasis Interval Management, LLC |
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(Registrant) |
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By: |
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Date: April 25, 2006 |
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Its: |
Manager |
Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.
Signature |
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Title |
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Date |
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Manager |
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(Principal Executive Officer) |
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/s/ Curt Mayer |
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Chief Financial Officer |
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(Principal Financial and |
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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Oasis Recreational Properties, Inc. |
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(Registrant) |
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By: |
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Date: April 25, 2006 |
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Its: |
President |
Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.
Signature |
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Title |
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Date |
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Managing Member |
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(Principal Executive Officer) |
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/s/ Curt Mayer |
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Chief Financial Officer |
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(Principal Financial and |
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This ‘10-K/A’ Filing | Date | Other Filings | ||
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Filed on: | 4/25/06 | |||
For Period End: | 12/31/05 | 10-K, NT 10-K | ||
4/1/05 | ||||
List all Filings |