APPOINTMENT OF NEW PRESIDENT AND CHIEF OPERATING OFFICER; ELECTION OF NEW DIRECTOR
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): July
16, 2007
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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600
Emerson Road, Suite 300, St. Louis, Missouri
(Address
of principal executive offices)
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63141
(Zip
Code)
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(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:
[
]
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.245)
[
]
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
5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On July
16, 2007, Isle of Capri Casinos, Inc. (the “Company”) announced that Virginia
McDowell has been named the Company's President and Chief Operating Officer,
effective July 30, 2007, and that James B. Perry has been elected as a member
of
the Company's Board of Directors. Mr. Perry's appointment to the Board is
effective as of July 16, 2007, while Ms. McDowell is expected to assume her
new
position on July 30, 2007. Both appointments are subject to regulatory approval.
A copy of the press release announcing the appointments is attached to this
Form
8-K as Exhibit 99.1 and is incorporated herein by this reference.
Ms.
McDowell, age 49, served as Executive Vice President and Chief Information
Officer of Trump Entertainment Resorts, Inc. from October 2005 until June 2007.
Prior to joining Trump Entertainment Resorts, Ms. McDowell spent eight years
at
Argosy Gaming Company in Alton, Illinois, joining the company as Vice President
of Sales and Marketing, and ultimately holding the position of Senior Vice
President of Operations. She began her gaming career in Atlantic City, holding
a
variety of executive positions over a 16-year time period.
A
copy of
the Company's employment agreement between Ms. McDowell and the Company dated
July 16, 2007 (the "Employment Agreement"), which becomes effective July 30,
2007 and which describe the terms of Ms. McDowell's employment with the Company,
is attached to this Form 8-K as Exhibit 10.1 and is incorporated herein by
this
reference. The following is a summary of Ms. McDowell's compensation, as
provided in the Employment Agreement:
· |
Base
salary of $650,000 per year;
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· |
Eligibility
to receive an annual cash bonus beginning in fiscal 2008 based on
the
achievement of performance targets set by the Compensation Committee
of
the Board of Directors of the Company, provided that Ms. McDowell
shall
receive a minimum annual bonus equal to at least 60% of her base
salary if
she meets the minimum targets.
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· |
An
initial stock option grant of 250,000 shares, vesting 20% per year
on the
first, second, third, fourth and fifth anniversary of the grant
date.
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· |
Eligibility
to participate in the Company’s 2000 Long-Term Stock Incentive Plan and
other stock option plans, if any, established by the Company, to
the
extent that similarly situated executives of the Company participate
in
such plans.
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· |
Reimbursement
for reasonable and necessary out-of-pocket in connection with the
performance of her duties.
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· |
Eligibility
to participate in the Company's benefit plans or programs as are
or may be
made generally available to employees of the Company and those made
available to officers of the Company.
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Mr.
Perry, age 57, has
nearly 30 years of experience leading major gaming operations and companies
in
regional and destination markets. Mr. Perry most recently served, from July
2005
until June 2007, as the President, Chief Executive Officer and a member of
the
Board of Directors of Trump Entertainment Resorts, Inc. where he oversaw the
renovation and expansion of the company's three Atlantic City properties.
Mr.
Perry
has not been named to any Board committees as of the date of this filing. There
is no arrangement or understanding between Mr. Perry and any other persons
or
entities pursuant to which Mr. Perry was appointed as a director. Upon his
appointment to the Board, Mr. Perry became entitled to a prorated portion
of the non-employees directors’ compensation, as disclosed in the Company’s
proxy statement dated August 28, 2006 relating to the Annual Shareholders’
Meeting held on October 26, 2006. Mr. Perry also received, upon his appointment
to the Board, 10,000 options to purchase the Company’s common stock, 50% of
which vested immediately and the remaining 50% of which will vest on the first
anniversary of the grant. In addition, Mr. Perry will be reimbursed for travel
and other expenses incurred in connection with attending board meetings and
meetings with management that they may be required to attend.
Item
9.01. Financial Statements and Exhibits.
(c)
Exhibits.
Exhibit
No.
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Description
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10.1
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Employment
Agreement dated July 16, 2007
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99.1
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Press
Release dated July 16, 2007
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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 thereunto
duly authorized.
ISLE
OF CAPRI CASINOS, INC.
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Date:
July 19, 2007
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By:
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/s/DONN
R. MITCHELL, II
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Name:
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Donn
R. Mitchell, II
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Title:
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Senior
Vice President and
Chief
Financial Officer
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