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): August 19, 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
(Registrants 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 8.01 Other Events.
On August 19, 2009, Robert Lowinger (the Plaintiff) filed in the U.S. District Court in the
District of Nevada a purported class action against defendants MGM MIRAGE (the Company), J.
Terrence Lanni, James J. Murren, Daniel J. DArrigo and Robert H. Baldwin alleging federal
securities laws violations. The complaint includes two counts: (i) violation of Section 10(b) of
the Exchange Act of 1934, as amended, and Rule 10b-5 thereunder against all defendants, and (ii)
violation of Section 20(a) of the Exchange Act of 1934, as amended, against the individual
defendants. In the complaint, the Plaintiff alleges that, between August 2, 2007 and March 5,
2009, the defendants disseminated or approved materially false and misleading statements that
misled the investing public regarding the Companys business, operations, management and intrinsic
value of its common stock.
The Company believes that the allegations set forth in the complaint are without merit. The
Company will vigorously defend against these claims but there can be no assurance that the
outcome of the proceedings will not have a material adverse effect on the Company.
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: August 25, 2009 |
By: |
/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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