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): February 13, 2006
ISLE
OF CAPRI CASINOS, INC.
(Exact
name of Registrant as specified in its charter)
Delaware
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0-20538
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41-1659606
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(State
or other
jurisdiction
of incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
Number)
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1641
Popps Ferry Road, Biloxi, Mississippi
(Address
of principal executive offices)
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39532
(Zip
Code)
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(228) 396-7000
(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:
[
]
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[
]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Item
1.01. Entry into a Material Definitive Agreement.
On
February 14, 2006, the Company announced that it had entered into a
definitive purchase agreement (the “Purchase Agreement”) dated February 13, 2006
with Legends Gaming, LLC, Legends Gaming of Mississippi, LLC, Legends Gaming
of
Louisiana-1, LLC, Legends Gaming of Louisiana-2, LLC and certain subsidiaries
of
the Company. Pursuant to the terms and conditions of the Purchase Agreement,
the
Company agreed to sell the Company's properties in Bossier City, Louisiana
and
Vicksburg, Mississippi to privately owned Legends Gaming, LLC for $240 million
cash, subject to certain purchase price adjustments.
A
copy of the announcement is attached hereto as Exhibit 99.1 and
incorporated herein by reference. A copy of the Purchase Agreement is
attached hereto as Exhibit 99.2 and incorporated herein by
reference.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
No.
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Description
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99.1
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Notification
dated February 14, 2006
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99.2
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Purchase
Agreement dated February 13, 2006
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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 hereunto
duly authorized.
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ISLE
OF CAPRI CASINOS, INC.
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Date:
February 16, 2006
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By:
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/s/ Donn
Mitchell |
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Name:
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Donn
Mitchell
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Title:
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Senior
Vice President and Chief Financial Officer
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