UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Flag Luxury Riv LLC 650 MADISON AVENUE NEW YORK, NY 10022 |
 |  X |  |  |
FLAG LUXURY PROPERTIES LLC 650 MADISON AVENUE NEW YORK, NY 10022 |
 |  X |  |  |
MJX Flag Associates LLC 650 MADISON AVENUE NEW YORK, NY 10022 |
 |  X |  |  |
Flag Leisure Group 650 MADISON AVENUE NEW YORK, NY 10022 |
 |  X |  |  |
Sillerman Real Estate Ventures LLC 650 MADISON AVENUE NEW YORK, NY 10022 |
 |  X |  |  |
LMN 134 Family CO LLC 134 E 80TH STREET NEW YORK, NY 10021 |
 |  X |  |  |
Sillerman Robert 650 MADISON AVENUE NEW YORK, NY 10022 |
 |  X |  |  |
Kanavos Paul 650 MADISON AVENUE NEW YORK, NY 10022 |
 |  X |  |  |
/s/ Paul Kanavos (President, Flag Luxury Riv, LLC) | 08/17/2006 | |
**Signature of Reporting Person | Date | |
/s/ Paul Kanavos (President, Flag Luxury Properties, LLC) | 08/17/2006 | |
**Signature of Reporting Person | Date | |
/s/ Robert Sillerman (Member, MJX Flag Associates, LLC) | 08/17/2006 | |
**Signature of Reporting Person | Date | |
/s/ Paul Kanavos (President, Flag Leisure Group, LLC) | 08/17/2006 | |
**Signature of Reporting Person | Date | |
/s/ Robert Sillerman (Member, Sillerman Real Estate Ventures, LLC) | 08/17/2006 | |
**Signature of Reporting Person | Date | |
/s/ Mitchell Nelson (Managing Member, LMN 134 Family Company LLC) | 08/17/2006 | |
**Signature of Reporting Person | Date | |
/s/ Robert Sillerman | 08/17/2006 | |
**Signature of Reporting Person | Date | |
/s/ Paul Kanavos | 08/17/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This is a joint filing by Flag Luxury Riv, LLC ("FLR"); Flag Luxury Properties, LLC ("FLP"); MJX Flag Associates, LLC ("MJX"); Flag Leisure Group, LLC ("FLG"); Sillerman Real Estate Ventures, LLC ("SREV"); LMN 134 Family Company LLC ("LMN134"); Robert Sillerman; Paul Kanavos (collectively, the "Reporting Persons"). (continued in footnote 2) |
(2) | (continued from footnote 1) FLR directly owns 418,294 shares of Common Stock, par value $0.001 per share (the "Common Stock"), of Riviera Holdings Corp., a Nevada corporation. FLP, as a member of FLR with a 100% equity interest in FLR, may be deemed to have beneficial ownership of the foregoing shares of Common Stock. MJX, as a member of FLP with an approximate 36% equity interest in FLP, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. FLG, as the managing member of FLP with an approximate 6.4% equity interest in FLP, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. SREV, as a member of FLG with a 50% equity interest in FLG and substantially all of the equity of MJX, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. (continued in footnote 3) |
(3) | (continued from footnote 2) LMN134, with an ownership interest in MJX and an ultimate interest of approximately 0.61% in FLP, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. Robert Sillerman, as the sole member of SREV and President of MJX and with an ultimate interest of approximately 36% in FLP, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. Paul Kanavos, as President of FLR, FLP, and FLG, and with an ultimate interest of approximately 36.61% in FLP, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. |
(4) | RH1, LLC ("RH1") directly owns 418,294 shares of Common Stock. ONIROT Living Trust dated 06/20/2000 ("ONIROT"), as the sole member of RH1, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. Brett Torino, as the sole Trustee of ONIROT , may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. |
(5) | Rivacq LLC ("Rivacq") directly owns 627,442 shares of Common Stock. SOF U.S. Hotel Co-Invest Holdings, L.L.C. ("SOF Co-Invest"), as the sole member of Rivacq, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. Each of SOF-VII US Hotel Holdings, L.L.C. ("SOF VII") and I-1/I-2 U.S. Holdings, L.L.C. ("Hotel Fund"), as the sole members of SOF Co-Invest, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. (continued in footnote 6) |
(6) | (continued from footnote 5) Each of Starwood Global Opportunity Fund VII-A L.P., Starwood Global Opportunity Fund VII-B, L.P., Starwood U.S. Opportunity Fund VII-D, L.P.,and Starwood U.S. Opportunity Fund VII-D-2, L.P.(the "Opportunity Funds"), as the sole members of SOF VII, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. Each of Starwood Capital Hospitality Fund I-1, L.P. and Starwood Capital Hospitality Fund I-2, L.P. (the "Hospitality Funds"), (continued in footnote 7) |
(7) | (continued from footnote 6) as the sole members of the Hotel Fund, may be deemed to have beneficial ownership of the foregoing shares of Common Stock. SOF VII Management, L.L.C. ("SOF VII Management"), as the general partner of each of the Opportunity Funds, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. SCG Hotel Management, L.L.C. ("Hotel Management"), as the general partner of each of the Hospitality Funds, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. Starwood Capital Group Global, L.L.C. ("SCGG"), as the managing member of SOF VII Management and Hotel Management, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. Barry S. Sternlicht, as the Chairman and CEO of SCGG and CEO of SOF VII and Hotel Fund, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. |
(8) | Barry S. Sternlicht also directly holds 123,200 shares of Common Stock. |
(9) | High Desert Gaming, LLC ("HDG") directly owns 627,441 shares of Common Stock. LAMB Partners, as a member of HDG with an approximate 74% equity interest in HDG, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. LAMB Investors, Inc. ("Lamb Investors") as a partner in LAMB Partners, may also be deemed to have beneficial ownership of the foregoing shares. LAMB, LLC ("LAMB") as the managing partner of LAMB Partners and holder of substantially all of the equity of LAMB Investors, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. Greg Carlin, as a manager of HDG, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. Neil Bluhm, as a manager of HDG and as managing member of LAMB, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. |
(10) | ISLE Investors, LLC ("ISLE") directly holds 75,300 shares of Common Stock. Accordingly, Greg Carlin, as the manager of ISLE, may also be deemed to have beneficial ownership of the foregoing shares of Common Stock. ISLE is the designated filer. The Reporting Persons are filing this joint Form 3 because they may be regarded as a group. However, each Reporting Person disclaims beneficial ownership of the shares owned by the other Reporting Persons and disclaims membership in a group, and this filing shall not constitute an acknowledgement that the Reporting Persons constitute a group. |
 Remarks: This Form 3 is being filed in conjunction with the following  Form 3s filed on an even date herewith by: (i) RH1, ONIROT and  Brett Torino; (ii) Rivacq, SOF Co-Invest, SOF VII, Hotel Fund, the Opportunity Funds, and the Hospitality Funds; (iii) SOF VII  Management, Hotel Management, SCGG, and Barry S. Sternlicht; (iv) HDG, LAMB Partners, LAMB, LAMB Investors, ISLE Investors, Neil Bluhm and  Greg Carlin. Exhibits: 99.1 - Joint Filer Information |