<PAGE>
============================================================================
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): June 27, 1996
--------------
CASINO MAGIC CORP.
------------------------
(Exact name of registrant as specified in its charter)
MINNESOTA 0-20712 64-0817483
----------------- ------------- ----------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
711 CASINO MAGIC DRIVE, BAY ST. LOUIS, MS 39520
-------------------------------------------------
(Address of principal executive offices) (Zip Code)
(601) 467-9257
------------------
(Registrant's telephone number, including area code)
NOT APPLICABLE
------------------
(Former name, former address and former fiscal year,
if changed since last report)
============================================================================
<PAGE>
ITEM 5. OTHER EVENTS.
Pursuant to Rule 135(c) by a press release in the form attached as
Exhibit 20.1 hereto, on June 27, 1996, Casino Magic Corp. announced its
intent to make a private placement debt offering pursuant to Rule 144A in
the near future of approximately $145 million aggregate principal amount of
senior secured notes. The notes will be secured by, among other things, the
assets of the Company's planned Bossier City, Louisiana casino and the
proceeds will be used primarily to develop the Bossier City Casino, repay
certain indebtedness previously incurred with respect to the Company's
proposed Louisiana gaming activities and make certain improvements to the
Company's Biloxi casino.
Casino Magic Corp. and its subsidiary issuer of outstanding $135
million 11-1/2% First Mortgage Notes due 2001 concurrently announced the
commencement of a consent solicitation with respect to such First Mortgage
Notes in order to permit the intended issuance of the new notes and to
effectuate certain other proposed amendments to the indenture for the First
Mortgage Notes.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
20.1. Press Release dated June 27, 1996 regarding consent
solicitation and proposed note offering.
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.
CASINO MAGIC CORP.
Registrant
Date: July 3, 1996 /s/ JAMES E. ERNST
---------------- -------------------------------------
James E. Ernst, President
and Chief Executive Officer
Date: July 3, 1996 /s/ JAY S. OSMAN
---------------- -------------------------------------
Jay S. Osman, Chief Financial Officer
and Treasurer (principal financial
and accounting officer)
-1-
<PAGE>
FROM: Casino Magic Corp.
711 Casino Magic Drive
Bay St. Louis, Miss. 39520
Contact: Jay S. Osman - Chief Financial Officer, 601-466-8010 or
[email protected]
FOR IMMEDIATE RELEASE
- ---------------------------------------------------------------------------
CASINO MAGIC ANNOUNCES CONSENT SOLICITATION AND PROPOSED NOTE OFFERING
BAY ST. LOUIS, MISSISSIPPI, June 27, 1996..... Casino Magic Corp.
(NASDAQ:CMAG) announced today its intent to make a private placement debt
offering pursuant to Rule 144A in the near future of approximately $145
million aggregate principal amount of senior secured notes. The notes will
be secured by, among other things, the assets of the Company's planned
Bossier City, Louisiana casino and the proceeds will be used primarily to
develop the Bossier City Casino, repay certain indebtedness previously
incurred with respect to the Company's proposed Louisiana gaming activities
and make certain improvements to the Company's Biloxi casino. The offering
of the notes has not been registered under the Securities Act and may not be
offered or sold without registration or an applicable exemption from
registration.
Casino Magic Corp. and its subsidiary issuer of outstanding $135
million 11-1/2% First Mortgage Notes due 2001 also announced the
commencement of a consent solicitation today with respect to such First
Mortgage Notes in order to permit the intended issuance of the new notes and
to effectuate certain other proposed amendments to the indenture for the
First Mortgage Notes.
Casino Magic Corp., a Minnesota corporation with principal offices in
Bay St. Louis, Mississippi, operates gaming casinos in Bay St. Louis and
Biloxi, Mississippi,; Neuquen City and San Martin de los Andes, Argentina;
and Porto Carras and Xanthi, Greece.
