Form 8-K ISLE OF CAPRI CASINOS For: Jan 14

 

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): January 14, 2016

 

ISLE OF CAPRI CASINOS, INC.

(Exact name of Registrant as specified in its charter)

 

 

 

(314) 813-9200

(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:

 

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.245)

 

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On January 14, 2016, Isle of Capri Casinos, Inc. (the “Company”) announced that Virginia McDowell, president and chief executive officer, will retire from the Company and the board of directors, effective April 27, 2016.  Ms. McDowell’s decision to retire from the board of directors is not because of any disagreement with the Company.

 

Upon her retirement, Eric L. Hausler, the Company’s chief financial officer, will succeed Ms. McDowell as chief executive officer, and Arnold L. Block, the Company’s chief operating officer, will become president and chief operating officer.  Michael A. Hart, the Company’s vice president, treasury and risk, will be promoted to senior vice president, accounting and treasury and will serve as the Company’s principal financial officer overseeing the Company’s financial and accounting affairs.  The board of directors does not presently intend to fill the vacancy created by Ms. McDowell’s retirement from the board.

 

The appointments are subject to customary regulatory approvals.

 

Mr. Hausler, age 46, was named chief financial officer in July 2014.  Prior to that, he served as chief strategic officer from 2011 to 2014 and senior vice president, strategic initiatives from 2009 to 2011.

 

Mr. Block, age 68, was named chief operating officer in June 2011.  Prior to that, from December 2008 to June 2011, Mr. Block was senior vice president, Isle operations.

 

Mr. Hart, age 39, was named vice president, treasury and risk management in 2009.  Prior to that, from 2007 to 2009, he was controller of special projects.  Mr. Hart is a certified public accountant.

 

Item 7.01. Regulation FD Disclosure.

 

On January 14, 2016, the Company issued a press release (the “Press Release”) announcing certain of the matters described above.  A copy of the Press Release is being furnished as Exhibit 99.1 hereto.

 

The information in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information or exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.		Description
99.1		Press Release issued January 14, 2016

 

SIGNATURES

 

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 thereunto duly authorized.

 

	ISLE OF CAPRI CASINOS, INC.
Date: January 14, 2016	By:	/s/ Edmund L. Quatmann, Jr.
	Name:	Edmund L. Quatmann, Jr.
	Title:	Chief Legal Officer and Secretary

 

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INDEX TO EXHIBITS

 

Exhibit No.		Description
99.1		Press Release issued January 14, 2016

 

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Exhibit 99.1

 

Isle of Capri Casinos, Inc. Announces Retirement of President and Chief Executive Officer Virginia McDowell at 2016 Fiscal Year End

 

Current Chief Financial Officer Eric Hausler to Succeed McDowell as CEO

 

ST. LOUIS, MO, January 14, 2016 — Isle of Capri Casinos, Inc. (NASDAQ: ISLE) today announced that Virginia McDowell, president and chief executive officer, will retire from the company and the board of directors, effective April 27, 2016.  Upon her retirement, and subject to customary regulatory approvals:

 

·                  Eric Hausler, Isle’s chief financial officer, will succeed McDowell as chief executive officer;

·                  Arnold Block, Isle’s chief operating officer, will become president and chief operating officer; and

·                  Michael Hart, currently the vice president of treasury and risk management, will be promoted to senior vice president, accounting and treasury and will oversee the company’s financial and accounting affairs.

 

“Virginia has made significant contributions to Isle’s development and success,” said Robert Goldstein, chairman of the board.  “I sincerely appreciate her leadership and wish her all the best in retirement.”

 

Goldstein continued, “Eric is an important member of the Isle family with years of experience in the industry and great vision.  More importantly, he is passionate about our company and employees.  We believe that he is the ideal person to lead the next chapter at Isle.”

 

“We have an outstanding team and culture at Isle and our balance sheet is one of the strongest in regional gaming,” said Hausler.  “Together they provide a great platform to create value for our shareholders.  We will continue to execute on the strategy that has made us successful including differentiating ourselves with friendly and excellent customer service, reinvesting in our properties to drive organic growth, optimizing our marketing programs and remaining vigilant about our cost structure.

 

“I am excited and thankful to the board for giving me the opportunity to lead Isle,” Hausler continued. “I am also grateful for the support and mentorship that Virginia has provided to me.”

 

“It has been an honor and a privilege to lead Isle over the past nearly nine years,” said McDowell. “This transition comes at a time of strength for Isle.  I am extremely pleased with what we have achieved during my tenure at Isle, first as president and chief operating officer and then as president and CEO.  I believe now is the right time for me to retire and allow this team to bring new excitement, energy, ideas and perspectives to the company.”

 

McDowell concluded, “I want to thank the great people we have working at Isle for their dedication and loyalty to the company.  Their hard work has always been — and will continue to be — the cornerstone of Isle’s success.”

 

Hausler was named chief financial officer in July 2014. Prior to that, he served as chief strategic officer from 2011 to 2014 and senior vice president, strategic initiatives from 2009 to 2011. Before joining Isle,

 

 

Hausler served as senior vice president of development for another gaming company and held various positions on Wall Street covering the gaming, lodging and leisure industries.

 

Block was named chief operating officer in June 2011.  Prior to that, from December 2008 to June 2011, Block was senior vice president, Isle operations.  Prior to joining Isle, Block served for fifteen years in a variety of operational leadership capacities for other gaming companies.

 

Hart, a certified public accountant, was named vice president, treasury and risk management in 2009.  Prior to that, from 2007 to2009, he was controller of special projects.  Before joining Isle, Hart worked for Ernst & Young, LLP.

 

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About Isle of Capri Casinos, Inc.

 

Isle of Capri Casinos, Inc. is a leading regional gaming and entertainment company dedicated to providing guests with exceptional experience at each of the 14 casino properties that it owns or operates, primarily under the Isle and Lady Luck brands.  The Company currently operates gaming and entertainment facilities in Colorado, Florida, Iowa, Louisiana, Mississippi, Missouri, and Pennsylvania. More information is available at the Company’s website, www.islecorp.com.

 

Forward-Looking Statements

 

This press release may be deemed to contain forward-looking statements, which are subject to change. These forward-looking statements may be significantly impacted, either positively or negatively by various factors, including without limitation, licensing, and other regulatory approvals, financing sources, development and construction activities, costs and delays, weather, permits, competition and business conditions in the gaming industry. The forward-looking statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the statements herein.

 

Additional information concerning potential factors that could affect the Company’s financial condition, results of operations and expansion projects, is included in the filings of the Company with the Securities and Exchange Commission, including, but not limited to, its Form 10-K for the most recently ended fiscal year.

 

CONTACTS:

 

Isle of Capri Casinos, Inc.,

 

Eric Hausler, Chief Financial Officer-314.813.9205

 

Jill Alexander, Senior Director of Corporate Communication-314.813.9368

 

http://www.islecorp.com