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): April 29, 2009
MGM MIRAGE
(Exact name of registrant as specified in its charter)
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DELAWARE
(State or other jurisdiction
of incorporation or organization)
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001-10362
(Commission File Number)
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88-0215232
(I.R.S. Employer
Identification No.) |
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3600 Las Vegas Boulevard South, Las Vegas, Nevada
(Address of Principal Executive Offices)
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89109
(Zip Code) |
(702) 693-7120
(Registrant’s telephone number, including area code)
N/A
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement.
On April 29, 2009, MGM
MIRAGE (the “Company”) through IKM MGM, LLC, a wholly-owned subsidiary of the Company, entered into
Amendment No. 2 (“Amendment No. 2”) to that certain operating agreement dated September 10, 2007
(the “Operating Agreement”) of IKM JV, LLC, as previously amended by that certain Amendment No. 1 dated
September 30, 2008 (“Amendment No. 1”; the Operating Agreement, as amended by Amendment No. 1 and Amendment No. 2,
collectively, the "Amended Operating Agreement"), with Kerzner
Istithmar Las Vegas LLC (“KILV”), as members, and
IKM MGM Management, LLC and Kerzner Concepts Limited (“KCL”
and together with KILV, the “Kerzner JV Members”), as
managers. The Operating Agreement and Amendment No. 1 were filed as
an exhibit to the Company’s Current Report on
Form 8-K dated September 13, 2007, and an exhibit to the Company’s Current Report on Form 8-K dated October 6, 2008,
respectively, which Current Reports are incorporated herein by reference.
Pursuant to Amendment No. 2,
the Company contributed $12,931,000 to the joint venture, which amount represents one-half of the total
pre-development costs incurred to date. All further business operations contemplated by the Amended
Operating Agreement have been suspended, and either party has the right to dissolve the joint venture at any time.
Additionally, the Kerzner JV Members waived and relinquished all rights to the property set forth in the Amended
Operating Agreement and the Company has no further obligation to contribute such property to the joint venture.
The foregoing description of Amendment No. 2 does not purport to be complete and is qualified
in its entirety by Amendment No. 2 filed as Exhibit 10 hereto and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
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Not applicable. |
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Not applicable. |
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Not applicable. |
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Exhibits: |
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Description |
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10
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Amendment No. 2 to the Operating Agreement of IKM JV, LLC dated April 29, 2009. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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MGM MIRAGE
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| Date: May 5, 2009 |
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/s/ John M. McManus
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Name: |
John M. McManus |
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Title: |
Senior Vice President, Assistant General
Counsel & Assistant Secretary |
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