<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 15, 1999
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ISLE OF CAPRI CASINOS, INC.
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(Exact name of Registrant as specified in charter)
Delaware
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(State or other jurisdiction of incorporation)
0-20538 41-1659606
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(Commission File Number) (IRS Employer Identification No.)
711 Washington Loop, Second Floor, Biloxi, Mississippi 39530
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(Address of principal executive offices) (Zip Code)
(228) 436-7000
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(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On March 15, 1999, Isle of Capri Casinos, Inc. issued a press release, a
copy of which is attached hereto as Exhibit 99.1 and incorporated herein by
reference.
ITEM 7. EXHIBIT
99.1 Press Release dated March 15, 1999.
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SIGNATURE
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.
ISLE OF CAPRI CASINOS, INC.
Date: March 15, 1999 By: /s/ Allan B. Solomon
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Name: Allan B. Solomon
Title: Executive Vice President, Secretary
and General Counsel
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<PAGE>
EXHIBIT INDEX
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Exhibit No. Exhibit
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99.1 Press Release dated March 15, 1999.
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<PAGE>
Exhibit 99.1
[company news logo here]
Isle Of Capri Casinos, Inc. Commences Debt Tender Offer And Consent Solicitation
BILOXI, Miss., March 15 /PRNewswire/ -- Isle of Capri Casinos, Inc.
(Nasdaq: ISLE) announced today that it is commencing a tender offer and consent
solicitation for any and all of its outstanding 12 1/2% Senior Subordinated
Notes (the "Notes") due 2003. There is $315,000,000 principal amount of Notes
outstanding.
The tender offer will expire at 5:00 p.m., New York City time on Tuesday,
April 13, 1999, unless extended or earlier terminated. The consent solicitation
will expire at 5:00 p.m., New York City time on Friday, March 26, 1999, unless
extended.
Holders tendering their Notes will be required to consent to certain
proposed amendments to the indenture governing the Notes, which will eliminate
certain covenants and certain provisions relating to events of default and amend
certain other related provisions. Holders may not tender their Notes without
also delivering consents or deliver consents without also tendering their Notes.
The purchase price for each $1,000 principal amount of Notes validly
tendered and not revoked on or prior to the expiration date of the tender offer
will be (i) the price, calculated in accordance with standard market practice,
based on the assumption that the Notes will be redeemed at $1,062.50 per $1,000
principal amount of Notes on the earliest redemption date, August 1, 2000, and
that the yield to the earliest redemption date is equal to the sum of (x) the
yield to maturity on the 5 3/8% U.S. Treasury Note due July 31, 2000, as
calculated by the Dealer Managers for the tender as of 12:00 p.m., New York City
time, on the second business day immediately preceding the scheduled expiration
date of the offer, plus (y) 0.50% (50 basis points), minus (ii) $20.00.
Holders who validly tender Notes will also be paid accrued and unpaid interest
up to but not including the date of payment for the Notes.
If the requisite number of consents required to amend the indenture is
received and the tender offer is consummated, Isle of Capri Casinos, Inc. will
make a consent payment of $20.00 per $1,000 principal amount of Notes for which
consents have been validly delivered and not revoked on or prior to the
termination date of the consent solicitation. Holders who validly tender their
Notes after the termination date of the consent solicitation will receive only
the purchase price for the Notes but not the consent payment.
The purchase price for the Notes and the consent payment are expected to be
paid promptly following the expiration date for the tender offer.
The terms of the tender offer and consent solicitation, including the
conditions to Isle of Capri Casinos' obligations to accept the Notes and
consents tendered and given and pay the purchase price and consent payments, are
set forth in Isle of Capri Casinos' Offer to Purchase and Consent solicitation,
dated March 15, 1999. One of the conditions is the obtaining of financing. The
Company expects that financing for the tender offer, if available, will come
from a combination of a private debt offering and a new bank credit facility.
Such offerings, if any, of debt securities of the Company will not be registered
under the Securities Act of 1933 and may not be offered or sold in the United
States absent registration or an application exemption from the registration
requirements of the Securities Act of 1933. Isle of Capri Casinos may amend,
extend or terminate the tender offer and consent solicitation at any time in its
sole discretion without making any payments with respect thereto.
Merrill Lynch & Co. and Wasserstein Perella & Co. are the Dealer Managers
for the tender offer and the Solicitation Agents for the consent solicitation.
Questions or requests for assistance may be directed to Merrill Lynch & Co.
(telephone: 888-654-8637) or Wasserstein Perella & Co. (telephone:
800-344-6456). Requests for documentation may be directed to D. F. King, the
Information Agent (telephone: 800-431-9629).
Isle of Capri Casinos, Inc. owns and operates six riverboat, dockside and
land-based casinos at five locations, including the Isle of Capri Casino, Crowne
Plaza Resort in Biloxi, Mississippi; the Isle of Capri Casino & Hotel in
Vicksburg, Mississippi; the Isle of Capri Casino & Hotel in Bossier City,
Louisiana; two riverboats operating as the Isle of Capri Casino in Lake Charles,
Louisiana, and (through a 57% owned subsidiary) the Isle of Capri Casino in
Black Hawk, Colorado. The Company also operates Pompano Park Harness Racing
Track in Pompano Beach, Florida and through a joint venture, the Enchanted Capri
cruise ship sailing from New Orleans, Louisiana.
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, the
availability of financing, development and construction activities, permits,
competition and business conditions in the gaming industry. 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 fiscal year ended April 26,
1998.
SOURCE Isle of Capri Casinos, Inc.
Web Site: http://www.theislecorp.com
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